Articles of Incorporation; Bylaws. At the Effective Time, the Articles of Incorporation and the Bylaws of the Surviving Corporation shall be amended in their entirety to contain the provisions set forth in the Articles of Incorporation and the Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, as the same may be amended in accordance with Section 5.1.1 hereof.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Arthrocare Corp), Agreement and Plan of Merger (Medical Device Alliance Inc), Agreement and Plan of Merger (Arthrocare Corp)
Articles of Incorporation; Bylaws. (a) At the Effective Time, the Articles of Incorporation of the Company shall be amended and restated by the Bylaws filing under the CGCL of an Amended and Restated Articles of Incorporation of the Company in the form annexed hereto as Exhibit A, which, as so filed, shall be the Articles of Incorporation of the Surviving Corporation shall be until thereafter amended in their entirety to contain the provisions set forth in the as provided by law and such Articles of Incorporation and of the Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, as the same may be amended in accordance with Section 5.1.1 hereofSurviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Ithaka Acquisition Corp), Merger Agreement (Ithaka Acquisition Corp)
Articles of Incorporation; Bylaws. (a) At the Effective Time, and without any further action on the Articles part of Incorporation either the Company or Merger Sub, the articles of incorporation of the Company shall be amended and restated so that they read in their entirety as set forth in Exhibit A hereto, and, as so amended and restated, shall be the Bylaws articles of incorporation of the Surviving Corporation shall be amended in their entirety to contain the provisions set forth in the Articles of Incorporation and the Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, as the same may be until thereafter amended in accordance with Section 5.1.1 hereoftheir terms and as provided by applicable Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Harbin Electric, Inc), Agreement and Plan of Merger (Harbin Electric, Inc)
Articles of Incorporation; Bylaws. At the Effective Time, the Articles of Incorporation and the Bylaws of the Surviving Corporation shall be amended in their entirety to contain the provisions set forth in the Articles of Incorporation and the Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, as the same may be amended in accordance with Section 5.1.1 hereof.5.10.1
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Electronics for Imaging Inc), Agreement and Plan of Merger (T/R Systems Inc)
Articles of Incorporation; Bylaws. At the Effective Time, The Articles of Incorporation and Bylaws of Company shall be amended and restated so that the Articles of Incorporation and the Bylaws of the Surviving Corporation shall be amended in their entirety to contain the provisions set forth in the Articles of Incorporation and the Bylaws of Merger Sub, each Sub as in effect immediately prior to the Effective TimeTime shall become the Articles of Incorporation and Bylaws of the Surviving Corporation, as the same may be until duly amended in accordance with Section 5.1.1 hereofapplicable law.
Appears in 1 contract
Articles of Incorporation; Bylaws. At the Effective Time, the Articles of Incorporation and of the Bylaws of Company as the Surviving Corporation shall be amended in their entirety to contain the provisions set forth and restated in the Articles form attached hereto as Exhibit C. At the Effective Time, the Bylaws of Incorporation and the Company as the Surviving Corporation shall be amended to read the same as the Bylaws of Merger Sub, each Sub as in effect immediately prior to the Effective Time, as the same may be amended in accordance with Section 5.1.1 hereof.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Actionpoint Inc)
Articles of Incorporation; Bylaws. At the Effective Time, the Articles of Incorporation and the Bylaws of the Surviving Corporation shall be amended in their entirety to contain the provisions set forth in the Articles of Incorporation and the Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time; provided that the name of the Surviving Corporation shall be “Music & Arts Center, as the same may be amended in accordance with Section 5.1.1 hereof.Inc.”
Appears in 1 contract
Articles of Incorporation; Bylaws. At the Effective Time, each of the Articles of Incorporation, as amended, and the Bylaws, as amended, of the Company shall be amended and restated in its entirety to read as set forth in Exhibit 1.4A and Exhibit 1.4B, respectively, and as so amended shall be the Restated Articles of Incorporation and the Bylaws of the Surviving Corporation shall be amended in their entirety to contain the provisions set forth in the Articles of Incorporation and the Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, as the same may be until further amended in accordance with Section 5.1.1 hereofapplicable law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nabors Industries Inc)
Articles of Incorporation; Bylaws. 2.4.1 At the Effective Time, the Articles of Incorporation and the Bylaws of the Surviving Corporation shall be amended in their entirety to contain the provisions set forth in the Articles of Incorporation and the Bylaws of Merger Sub, each as Company in effect immediately prior to the Effective TimeTime shall be amended in their entirety as set forth in Exhibit D to this Agreement, and as so amended shall be the same may be Articles of Incorporation of the Surviving Corporation, until duly amended in accordance with Section 5.1.1 hereofapplicable law.
Appears in 1 contract
