Certificate of Incorporation and By-Laws. (a) The certificate of incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc.".
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Therasense Inc), Agreement and Plan of Merger (Therasense Inc)
Certificate of Incorporation and By-Laws. (a) The certificate of incorporation of Sub, as in effect immediately prior to the Effective Time, Time shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Integration Inc), Agreement and Plan of Merger (Razorfish Inc)
Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, Sub shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that applicable law. The By-laws of Sub shall be the name By-laws of the Surviving Corporation in such Certificate of Incorporation shall be until thereafter changed to "TheraSense, Inc."or amended as provided therein or by applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Saladrigas Carlos A), Agreement and Plan of Merger (Automatic Data Processing Inc)
Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Lawapplicable law, except that the name of the Surviving Corporation subject in such Certificate of Incorporation shall be changed to "TheraSense, Inc.".all cases to
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Business Machines Corp), Agreement and Plan of Merger (Unison Software Inc)
Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to at the Effective TimeTime of the Merger, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
Appears in 2 contracts
Samples: Agreement and Plan (Emersub Lxxiv Inc), Agreement and Plan of Merger (Daniel Industries Inc)
Certificate of Incorporation and By-Laws. (a) The certificate of incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mp3 Com Inc), Agreement and Plan of Merger (Vivendi)
Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Lawapplicable law, except that Article I of the name Certificate of Incorporation of the Surviving Corporation in such Certificate of Incorporation shall be changed amended to read in its entirety as follows: "TheraSenseThe name of the corporation is Xxxxxxxxxx.xxx, Inc.".
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Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Lawapplicable law (subject in all cases to Section 5.07), except that the name of the Surviving Corporation in such Certificate of Incorporation shall will be changed to be "TheraSenseBiopsys Medical, Inc.".
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Certificate of Incorporation and By-Laws. (a) The certificate of incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation of the Surviving Corporation (except that the certificate of incorporation of Sub shall be amended so that the name of the Surviving Corporation specified therein shall be the name of the Company as specified in its certificate of incorporation as of immediately prior to the Merger) until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc.".
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Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Lawapplicable law; provided, except however, that Article I of the name Certificate of Incorporation of the Surviving Corporation in such Certificate of Incorporation shall be changed amended to read as follows: "TheraSenseThe name of the corporation is CoCensys, Inc.".
Appears in 1 contract
Samples: Agreement and Plan of Merger (Purdue Acquisition Corp)
Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Lawapplicable law, subject in all cases to Section 5.07, except that the name of the Surviving Corporation in such Certificate of Incorporation shall will be changed to be "TheraSenseGynecare, Inc.".
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Certificate of Incorporation and By-Laws. (a) The ---------------------------------------- certificate of incorporation of Sub, as in effect immediately prior to the Effective Time, Time shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
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Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein in the Certificate of Incorporation of the Surviving Corporation, or by Applicable Lawapplicable law (subject in all cases to Section 5.4), except that the name of the Surviving Corporation in such Certificate of Incorporation shall will be changed to be "TheraSenseTerra, Inc.".
Appears in 1 contract
Samples: Agreement and Plan of Merger (Interwave Communications International LTD)
Certificate of Incorporation and By-Laws. (a) The certificate of incorporation of Sub, the Sub as in effect immediately prior to the Effective Time, Time shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fidelity National Financial Inc /De/)
Certificate of Incorporation and By-Laws. (a) The certificate of incorporation and by-laws of Sub, as in effect immediately prior to the Effective Time, shall be but with Article 1 of the certificate of incorporation amended to read: "The name of the Corporation is Clarify Inc.," shall be those of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
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Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable applicable Law, except that Article First of the Certificate of Incorporation of Merger Sub shall be amended to change the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."Merger Sub as directed by Parent.
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Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Lawapplicable law; PROVIDED, except HOWEVER, that Article I of the name Certificate of Incorporation of the Surviving Corporation in such Certificate of Incorporation shall be changed amended to read as follows: "TheraSenseThe name of the corporation is CoCensys, Inc.".
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Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, as in effect immediately prior to the Effective TimeTime of the Merger, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
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Certificate of Incorporation and By-Laws. (a) The certificate Certificate of incorporation Incorporation of Sub, Sub as in effect immediately prior to the Effective Time, Time shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by Applicable Lawapplicable law, except that Article I of the name Certificate of Incorporation of the Surviving Corporation in such Certificate of Incorporation shall be changed amended in the Merger to read in its entirety as follows: "TheraSense, The name of the corporation is McNaughton Apparel Group Inc.".
Appears in 1 contract
Samples: Agreement and Plan of Merger (Jones Apparel Group Inc)
Certificate of Incorporation and By-Laws. (a) The certificate of incorporation of Sub, Sub as in effect immediately prior to the Effective Time, Time shall be the certificate of incorporation of the Surviving Corporation (except that such certificate of incorporation shall be amended at the Effective Time to provide that the name of the Surviving Corporation shall be "HACH COMPANY"), until thereafter changed or amended as provided therein or by Applicable Law, except that the name of the Surviving Corporation in such Certificate of Incorporation shall be changed to "TheraSense, Inc."applicable law.
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