Common use of Articles of Incorporation; Bylaws Clause in Contracts

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles of incorporation of Merger Sub shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Law.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (Premierwest Bancorp)

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Articles of Incorporation; Bylaws. (a) At Pursuant to the Effective TimeMerger, the articles of incorporation of the Company shall be amended and restated to be in the form of the articles of incorporation of Merger Sub in effect immediately prior to the Effective Time and, as so amended, such articles of incorporation shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their its terms and as provided by applicable Lawlaw, except that the name of the Surviving Corporation shall be changed to a name to be specified by Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Abbott Laboratories), Agreement and Plan of Merger (Jaharis Mary), Agreement and Plan of Merger (Kos Pharmaceuticals Inc)

Articles of Incorporation; Bylaws. (a) At Immediately after the Effective Time, the articles of incorporation of the Surviving Corporation shall be the articles of incorporation of Merger Sub as in effect immediately prior to the Effective Time and as set forth in Exhibit B to this Agreement, and such articles of incorporation shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable LawLaw and such articles of incorporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Us Dry Cleaning Corp), Agreement and Plan of Merger (Us Dry Cleaning Corp)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles of incorporation and bylaws of Merger Sub in effect at the Effective Time shall be the articles of incorporation and bylaws of the Surviving Corporation Corporation, in each case until thereafter amended in accordance with their terms and as provided by applicable Lawlaw.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (SCF Iii Lp), Agreement and Plan of Merger (Tuboscope Vetco International Corp)

Articles of Incorporation; Bylaws. (a) At Pursuant to the Merger, the articles of incorporation of the Company shall be amended and restated immediately after the Effective Time, Time to be in the form of the articles of incorporation of Merger Sub in effect immediately prior to the Effective Time and, as so amended, such articles of incorporation shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their its terms and as provided by applicable Law, except that the name of the Surviving Corporation shall be designated by Parent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ophthalmic Imaging Systems), Agreement and Plan of Merger (Merge Healthcare Inc)

Articles of Incorporation; Bylaws. (a) At Unless otherwise determined by Nu Skin prior to the Effective Time, at the Effective Time the articles of incorporation of Merger Sub shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawlaw and such articles of incorporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Nu Skin Enterprises Inc), Agreement and Plan of Merger and Reorganization (Nu Skin Enterprises Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles of incorporation of Merger Sub Sub, as in effect on the date hereof, shall be the articles of incorporation of the Surviving Corporation Corporation, until thereafter changed or amended in accordance with their terms and as provided therein or by applicable Law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Integrated Device Technology Inc), Agreement and Plan of Merger (Integrated Circuit Systems Inc)

Articles of Incorporation; Bylaws. (a) At The Articles of Incorporation of MergerCo, as in effect immediately prior to the Effective TimeTime of the Merger, shall become the articles Articles of incorporation of Merger Sub shall be the articles of incorporation Incorporation of the Surviving Corporation and, as so amended, until thereafter further amended in accordance with their terms and as provided by applicable Lawtherein and under the TBCA, it shall be the Articles of Incorporation of the Surviving Corporation following the Merger.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Desc Sa De Cv), Agreement and Plan of Merger (Authentic Specialty Foods Inc)

Articles of Incorporation; Bylaws. (a) At 2.4.1 The Merger Documents shall provide that, at the Effective Time, the articles Articles of incorporation of Merger Sub shall be the articles of incorporation Incorporation of the Surviving Corporation until thereafter shall be amended in accordance with their terms and restated to read the same as provided by applicable Lawthe Articles of Incorporation of Merger Sub.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Applera Corp)

Articles of Incorporation; Bylaws. (a) At The Articles of Merger shall provide that, at the Effective Time, the articles of incorporation of Merger Sub the Surviving Corporation shall be in the form of the articles of incorporation of the Surviving Corporation until thereafter amended Merger Sub as in accordance with their terms and as provided by applicable Laweffect immediately prior to the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Art Technology Group Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles of incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time and as amended by the Articles of Merger, shall be the articles of incorporation of the Surviving Corporation until thereafter amended Corporation, and (b) the bylaws of Merger Sub, as in accordance with their terms and as provided by applicable Laweffect immediately prior to the Effective Time, shall be the bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hagler Bailly Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, (a) the articles of incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time and as amended by the Articles of Merger, shall be the articles of incorporation of the Surviving Corporation until thereafter amended Corporation, and (b) the bylaws of Merger Sub, as in accordance with their terms and as provided by applicable Laweffect immediately prior to the Effective Time, shall be the bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Executive Telecard LTD)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable LawDelaware Law and such Articles of Incorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Covad Communications Group Inc)

Articles of Incorporation; Bylaws. (a) At Subject to Section 5.9, from and after the Effective Time, the articles of incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time, shall be the articles of incorporation of the Surviving Corporation; provided, however, that at the Effective Time the articles of incorporation of Merger Sub shall be amended so that the name of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawshall be “N2H2, Inc.”.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Secure Computing Corp)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub MergerSub, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawthe MBCA and the Articles of Incorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Uti Corp)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub MergerSub, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawthe CGCL and the Articles of Incorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Uti Corp)

Articles of Incorporation; Bylaws. (a) At Unless otherwise determined by mutual agreement of ClickOver and Focalink prior to the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawlaw and such Articles of Incorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Adknowledge Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub the Sub, as amended and restated pursuant to the Agreement of Merger, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation unless and until thereafter amended in accordance with their terms and or repealed as provided by applicable Lawlaw.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ess Technology Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter except that the name of Merger Sub in such Articles of Incorporation shall be amended in accordance with their terms and as provided by applicable Law.to "Enerdyne Technologies, Inc."

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Boatracs Inc /Ca/)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles of incorporation of Merger Sub shall be amended and restated by the filing under the Governing Act of an amended and restated articles of incorporation which, as so filed, shall be the articles of incorporation of the Surviving Corporation following the Merger until thereafter amended in accordance with their terms and as provided by applicable Lawthe Governing Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ladenburg Thalmann Financial Services Inc)

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Articles of Incorporation; Bylaws. (a) At The Articles of Merger shall provide that, at the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub the Company, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms the provisions thereof and as provided by applicable Law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Education Management Corporation)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles of incorporation of Merger Sub as in effect immediately prior to the Effective Time and as amended by the Articles of Merger, shall be the articles of incorporation of the Surviving Corporation until thereafter amended and the bylaws of Merger Sub, as in accordance with their terms and as provided by applicable Laweffect immediately prior to the Effective Time, shall be the bylaws of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eglobe Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawlaw and such Articles of Incorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Sonicwall Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Law.law and such Articles of Incorporation of the

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Webvan Group Inc)

Articles of Incorporation; Bylaws. (a) At a. As of the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect immediately prior to the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable LawCorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hk Graphene Technology Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect at the Effective Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and applicable law. At the Effective Time, the Bylaws of Merger Sub, as provided by in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended in accordance with applicable Lawlaw.

Appears in 1 contract

Samples: Registration Rights Agreement (Quiksilver Inc)

Articles of Incorporation; Bylaws. (a) At Immediately after the Effective Time, the articles of incorporation of the Surviving Corporation shall be the articles of incorporation of Merger Sub as in effect immediately prior to the Effective Time and as set forth in Exhibit A to this Agreement, except that such articles of incorporation shall be amended to provide that the name of the Surviving Corporation shall be "Transportation Resources, Inc.", and such articles of incorporation shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable LawLaw and such articles of incorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Con-Way Inc.)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the The articles of incorporation of Merger Acquiror Sub as in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable LawCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Advanced Energy Industries Inc)

Articles of Incorporation; Bylaws. (a) At Unless otherwise determined by Parent prior to the Effective Time, at the Effective Time, the articles Articles of incorporation Incorporation of Merger Sub shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawlaw and such Articles of Incorporation.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Critical Path Inc)

Articles of Incorporation; Bylaws. (a) At The articles of incorporation and bylaws of Merger Sub, as in effect immediately prior to the Effective Time, the articles of incorporation of Merger Sub shall be the articles of incorporation and bylaws of the Surviving Corporation Corporation, until thereafter changed or amended in accordance with their terms and as provided therein or by applicable Lawlaw.

Appears in 1 contract

Samples: Agreement and Plan of Merger (World Access Inc /New/)

Articles of Incorporation; Bylaws. (a) At the Effective Time, (a) the articles of incorporation of Merger Sub shall as then in effect will be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Law and such articles of incorporation, and (b) the bylaws of Merger Sub as then in effect will be the Bylaws of the Surviving Corporation until thereafter amended as provided by Law, the articles of incorporation of the Surviving Corporation and such bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Medgrup Corp)

Articles of Incorporation; Bylaws. (a) At Immediately after the Effective Time, the articles of incorporation of the Surviving Corporation shall be the articles of incorporation of Merger Sub as of immediately prior to the Effective Time, and such articles of incorporation shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable Lawlaw and such articles of incorporation of the Surviving Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Flir Systems Inc)

Articles of Incorporation; Bylaws. (a) At the Effective Time, the articles of incorporation of the Surviving Corporation shall be amended in its entirety so that they are identical to the articles of incorporation of Merger Sub shall be in effect immediately prior to the Effective Time, until thereafter amended as provided by law and such articles of incorporation of the Surviving Corporation until thereafter amended in accordance with their terms and as provided by applicable LawCorporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avocent Corp)

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