Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate of Incorporation of the Purchaser, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation; provided, however, that Article FIRST of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Aluminum Co of America), Agreement and Plan of Merger (Alcoa Inc), Alumax Inc
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate of Incorporation of the Purchaser, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving CorporationCorporation until thereafter amended as provided by law and such Certificate of Incorporation; provided, however, that that, at the Effective Time, Article FIRST I of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "The name of the corporation is DevX Energy, Inc."
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Devx Energy Inc), Agreement and Plan of Merger (Comstock Resources Inc), Agreement and Plan of Merger (Comstock Resources Inc)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate of Incorporation of the Purchaser, as in effect immediately prior to the Effective Time, Purchaser shall be the Certificate of Incorporation of the Surviving CorporationCorporation until thereafter amended as provided by law and such Certificate of Incorporation; provided, however, that Article FIRST of the such Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "accordance with the provisions of Section 6.7 hereof.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Intensiva Healthcare Corp), Agreement and Plan of Merger (Select Medical Corp), Agreement and Plan of Merger (Select Medical of Mechanicsburg Inc)
Certificate of Incorporation; By-laws. (a) At the Effective Time, Time the Certificate of Incorporation of the Purchaser, as in effect immediately prior Purchaser previously delivered to the Effective Time, Company shall be the Certificate of Incorporation of the Surviving CorporationCorporation until thereafter amended as provided by law and such Certificate of Incorporation; provided, however, that that, at the Effective Time, Article FIRST I of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "The name of the corporation is SyStemix, Inc."
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Novartis Inc), Agreement and Plan of Merger (Novartis Inc)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the The -------------------------------------- Certificate of Incorporation of the Purchaser, as Purchaser in effect immediately prior to the Effective Time, Time shall be the Certificate of Incorporation of the Surviving CorporationCorporation until amended in accordance with applicable law; provided, however, provided that Article FIRST of the Certificate of Incorporation -------- name of the Surviving Corporation as set forth in its Certificate of Incorporation shall be amended changed at the Effective Time to read in its entirety reflect FORE Systems, Inc. as follows: "the name of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gec Acquisition Corp), Agreement and Plan of Merger (Gec Acquisition Corp)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate of Incorporation of the PurchaserMerger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation; provided, however, that Article FIRST of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Alcoa Inc), Agreement and Plan of Merger (Reynolds Metals Co)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate of Incorporation of the Surviving Corporation shall be amended and restated to conform to the Certificate of Incorporation of Purchaser, as in effect immediately prior to the Effective Time, shall be the until thereafter amended as provided by law and such Certificate of Incorporation of the Surviving CorporationIncorporation; provided, however, that Article FIRST I of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "“The name of the corporation is Wind River Systems, Inc.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wind River Systems Inc), Agreement and Plan of Merger (Intel Corp)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate of Incorporation of the PurchaserCompany, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving CorporationCorporation until thereafter amended as provided by law and such Certificate of Incorporation; provided, however, that that, at the Effective Time, Article FIRST I of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "The name of the Corporation is C Me Run Corp."
Appears in 2 contracts
Samples: Agreement and Plan of Merger (C Me Run Corp), C Me Run Corp
Certificate of Incorporation; By-laws. (a) At the ------------------------------------- Effective Time, the Certificate of Incorporation of the Purchaser, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving CorporationCorporation until thereafter amended as provided by law and such Certificate of Incorporation; provided, however, that that, at the -------- ------- Effective Time, Article FIRST I of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "The name of the corporation is Efficient Networks, Inc."
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Siemens Aktiengesellschaft/Adr), Agreement and Plan of Merger (Siemens Aktiengesellschaft/Adr)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate of Incorporation of the Purchaser, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation; providedPROVIDED, howeverHOWEVER, that Article FIRST of the Certificate of Incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "
Appears in 1 contract
Samples: Agreement and Plan of Merger (Daimlerchrysler North America Holding Corp)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Company's Certificate of Incorporation of the Purchaser, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation; provided, however, except that Article FIRST of the Certificate of Incorporation of the Surviving Corporation shall be amended to read amended, in its entirety as follows: "a manner not inconsistent with Section 6.4 of this Agreement, at the discretion of Parent and Sub.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chart Industries Inc)
Certificate of Incorporation; By-laws. (a) At the Effective Time, the Certificate certificate of Incorporation incorporation of the Purchaser, as in effect immediately prior to the Effective Time, shall be the Certificate certificate of Incorporation incorporation of the Surviving CorporationCorporation until thereafter amended as provided by law and such certificate of incorporation; provided, however, that that, at the Effective Time, Article FIRST I of the Certificate certificate of Incorporation incorporation of the Surviving Corporation shall be amended to read in its entirety as follows: "The name of the corporation is The Turnxx Xxxporation."
Appears in 1 contract
