Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation. (b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 7 contracts
Sources: Merger Agreement (Ashford Com Inc), Agreement and Plan of Reorganization (Ashford Com Inc), Agreement and Plan of Reorganization (Quintus Corp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The At the Effective time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by law, the Certificate of Incorporation of the Surviving Corporation and such Bylaws.
Appears in 6 contracts
Sources: Agreement and Plan of Merger (Ellie Mae Inc), Merger Agreement (Printcafe Inc), Merger Agreement (Magnavision Corporation)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, (a) the certificate of incorporation of Merger Sub, as in effect immediately prior to the Effective Time and as amended by the Certificate of Incorporation Merger, shall be the certificate of incorporation of the Surviving Corporation, and (b) the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 5 contracts
Sources: Merger Agreement (Salix Pharmaceuticals LTD), Merger Agreement (King Pharmaceuticals Inc), Merger Agreement (Inkine Pharmaceutical Co Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, ------------------------------------
(a) the Certificate certificate of Incorporation incorporation of Merger Sub, Sub as in effect immediately prior to at the Effective Time shall, from and after the Effective Time, shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided by Delaware Law in accordance with the provisions thereof and such Certificate of Incorporation.
applicable law and (b) The Bylaws the bylaws of Merger Sub, Sub as in effect immediately prior to at the Effective Time shall, from and after the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amendedchanged or amended in accordance with the provisions thereof and applicable law.
Appears in 4 contracts
Sources: Merger Agreement (Sterling Software Inc), Merger Agreement (Sterling Software Inc), Merger Agreement (Sterling Software Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law the DGCL and such Certificate of Incorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 4 contracts
Sources: Agreement and Plan of Reorganization (Medicus Systems Corp /De/), Merger Agreement (Quadramed Corp), Agreement and Plan of Reorganization (Quadramed Corp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, (a) the certificate of incorporation of Merger Sub, as, in effect immediately prior to the Effective Time and as amended by the Certificate of Incorporation Merger, shall be the certificate of incorporation of the Surviving Corporation, and (b) the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 3 contracts
Sources: Merger Agreement (Loral Space & Communications LTD), Merger Agreement (Loral Space & Communications LTD), Merger Agreement (Orion Network Systems Inc/New/)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger SubSub (the "Certificate of Incorporation"), as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.,
(b) The At the Effective Time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law, the Certificate of Incorporation of the Surviving Corporation and such Bylaws.
Appears in 3 contracts
Sources: Merger Agreement (Corixa Corp), Merger Agreement (Corixa Corp), Merger Agreement (Coulter Pharmaceuticals Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, subject to the terms and conditions of Section 7.8 hereof, (a) the certificate of incorporation of Merger Sub, as in effect immediately prior to the Effective Time and as amended by the Certificate of Incorporation Merger, shall be the certificate of incorporation of the Surviving Corporation, and (b) the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 3 contracts
Sources: Merger Agreement (Price Communications Corp), Merger Agreement (Price Communications Wireless Inc), Merger Agreement (Palmer Wireless Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law law and such Certificate of IncorporationIncorporation of the Surviving Corporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be be, at the Effective Time, the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 2 contracts
Sources: Merger Agreement (Tekinsight Com Inc), Merger Agreement (Data Systems Network Corp)
Certificate of Incorporation; Bylaws. (a) At 1.5.1. Unless otherwise determined by Buyer prior to the Effective Time, at the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, Sub shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law law and such Certificate of Incorporation.
(b) The 1.5.2. Unless otherwise determined by Buyer prior to the Effective Time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Etoys Inc), Merger Agreement (Etoys Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the certificate of incorporation of Merger Sub, as in effect immediately prior to the Effective Time and as amended by the Certificate of Incorporation Merger, shall be the certificate of incorporation of the Surviving Corporation, and the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 2 contracts
Sources: Merger Agreement (Itc Deltacom Inc), Merger Agreement (Proxicom Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law and such Bylaws.
Appears in 2 contracts
Sources: Merger Agreement (Nptest Holding Corp), Agreement and Plan of Reorganization (Credence Systems Corp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time: (a) the certificate of incorporation of Merger Sub, as in effect immediately prior to the Effective Time and as amended by the Certificate of Incorporation Merger, shall become the certificate of incorporation of the Surviving Corporation, and (b) the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be become the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 2 contracts
Sources: Merger Agreement (Think New Ideas Inc), Merger Agreement (Answerthink Consulting Group Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, (a) the Certificate certificate of Incorporation incorporation of Merger Sub, Sub as in effect immediately prior to at the Effective Time shall, from and after the Effective Time, shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided by Delaware Law in accordance with the provisions thereof and such Certificate of Incorporation.
applicable law and (b) The Bylaws the bylaws of Merger Sub, Sub as in effect immediately prior to at the Effective Time shall, from and after the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amendedchanged or amended in accordance with the provisions thereof and applicable law.
Appears in 2 contracts
Sources: Merger Agreement (Abt Building Products Corp), Merger Agreement (Louisiana Pacific Corp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, Sub as in effect immediately prior to the Effective Time, Time shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 2 contracts
Sources: Merger Agreement (Wachtel Harry M), Merger Agreement (Autoinfo Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, (a) the Certificate certificate of Incorporation incorporation of the 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 by in accordance with the provisions thereof and Delaware Law Law, and such Certificate of Incorporation.
(b) The Bylaws the bylaws of the Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amendedchanged or amended in accordance with the provisions of the Surviving Corporation’s certificate of incorporation and Delaware Law.
Appears in 2 contracts
Sources: Merger Agreement (Language Line Costa Rica, LLC), Merger Agreement (Language Line Holdings, Inc.)
Certificate of Incorporation; Bylaws. (a) At the Effective Time: (a) the certificate of incorporation of Merger Sub, as in effect immediately prior to the Effective Time and as amended by the Certificate of Incorporation Merger, shall become the certificate of incorporation of the Surviving Corporation and shall reflect a name change to that of the Surviving Corporation, and (b) the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be become the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 2 contracts
Sources: Merger Agreement (Advanced Communication Systems Inc), Merger Agreement (Titan Corp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger SubCompany, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The Bylaws of Merger SubCompany, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (E-Medsoft Com)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, Time and as may be amended by the Certificate of Merger shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) amended. The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Merger Agreement (ARGON ST, Inc.)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, 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 amended as provided by Delaware Law and such Certificate certificate of Incorporationincorporation.
(b) The Bylaws bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law and such bylaws.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Essex Portfolio Lp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation Corporation, until thereafter amended as provided by Delaware Law and such Certificate of Incorporationamended.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be be, at the Effective Time, the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Archibald Candy Corp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Acquisition Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The Bylaws of Merger Acquisition Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Softnet Systems Inc)
Certificate of Incorporation; Bylaws. Unless otherwise agreed to by Parent and the Company prior to the Closing, at the Effective Time:
(a) At the Effective Time, 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 amended as provided by Delaware Law and such Certificate certificate of Incorporation.incorporation; and
(b) The Bylaws the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Merger Agreement (Amgen Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, 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 amended in accordance with the provisions thereof and as provided by Delaware Law and such Certificate of IncorporationLaw.
(b) The Bylaws At the Effective Time, the bylaws of the Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amendedamended as provided by Law, the certificate of incorporation of the Surviving Corporation and such bylaws.
Appears in 1 contract
Sources: Merger Agreement (Trinet Group Inc)
Certificate of Incorporation; Bylaws. (a) At 1.5.1 As of the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The 1.5.2 As of the Effective Time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be be, at the Effective Time, the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Agreement of Merger and Plan of Reorganization (Island Pacific Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, 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 amended as provided by Delaware Law and such Certificate certificate of Incorporationincorporation.
(b) The Bylaws At the Effective Time, the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law, the certificate of incorporation of the Surviving Corporation and such bylaws.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Rosetta Inpharmatics Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) . The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Human Genome Sciences Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, Sub shall be the Certificate of Incorporation of the Surviving Corporation until thereafter further amended as provided by Delaware Law and such Certificate of IncorporationLaw.
(b) The Bylaws of Merger Sub, as in effect immediately prior to At the Effective Time, the Bylaws of Merger Sub shall be the Bylaws of the Surviving Corporation until thereafter amendedfurther amended as provided by Delaware Law and such Bylaws.
Appears in 1 contract
Sources: Merger Agreement (Biodelivery Sciences International Inc)
Certificate of Incorporation; Bylaws. (a) At CERTIFICATE OF INCORPORATION. Unless otherwise determined by Parent prior to the Effective Time, at the Effective Time the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation (except the name of the Surviving Corporation shall be amended to become "Corporate Technology Development, Inc.") until thereafter amended amended, as provided by Delaware Law and such Certificate of Incorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Merger Agreement (Endorex Corp)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The Bylaws of Merger Sub; provided, as in effect immediately prior to the Effective Timehowever, shall be the Bylaws that Article I of the Surviving Corporation until thereafter amended.Certificate of Incorporation of
Appears in 1 contract
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The At the Effective Time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law, the Certificate of Incorporation and such Bylaws.
Appears in 1 contract
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of the Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation Corporation, until thereafter amended as provided by Delaware Law and such Certificate of IncorporationLaw.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law and such Bylaws.
Appears in 1 contract
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate certificate of Incorporation incorporation of Merger Sub, Sub as in effect immediately prior to the Effective Time, Time shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation, except that the name of the Surviving Corporation until thereafter amended as provided by Delaware Law shall be "OnTap Inc." and such Certificate of Incorporation.
(b) The Bylaws the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, Sub shall be the Bylaws bylaws of the Surviving Corporation Corporation, each of which shall continue in full force and effect until thereafter amended.
Appears in 1 contract
Sources: Merger Agreement (Iturf Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the The Certificate of Incorporation of Merger Sub, as Sub in effect immediately prior to the Effective Time, Time shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by in accordance with Delaware Law and such Certificate of Incorporation., except that Article FIRST thereof shall read as follows: “The name of the Corporation is Zemetrics, Inc.”
(b) The Bylaws of Merger Sub, as Sub in effect immediately prior to the Effective Time, Time shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Certificate of Incorporation; Bylaws. (a) At the Effective Time, (a) the certificate of incorporation of Merger Sub, as in effect immediately prior to the Effective Time and as amended by the Delaware Certificate of Incorporation Merger, shall be the certificate of incorporation of the Surviving Corporation, and (b) the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The . At the Effective Time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by Law, the Certificate of Incorporation of the Surviving Corporation and such Bylaws.
Appears in 1 contract
Sources: Agreement and Plan of Merger (Newfield Exploration Co /De/)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The At the Effective Time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law, the Certificate of Incorporation of the Surviving Corporation and such Bylaws.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (PDF Solutions Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, (a) the Certificate certificate of Incorporation incorporation of Merger Sub, Sub as in effect immediately prior to at the Effective Time shall, from and after the Effective Time, shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided by Delaware Law in accordance with the provisions thereof and such Certificate of Incorporation.
applicable law, and (b) The Bylaws the bylaws of Merger Sub, Sub as in effect immediately prior to at the Effective Time shall, from and after the Effective Time, shall be the Bylaws bylaws of the Surviving Corporation until thereafter amendedchanged or amended in accordance with the provisions thereof and applicable law.
Appears in 1 contract
Certificate of Incorporation; Bylaws. (a) At the Effective Time, (a) the certificate of incorporation of the Merger Sub, as in effect immediately prior to the Effective Time and as amended by the Certificate of Incorporation Merger, shall be the certificate of incorporation of the Surviving Corporation, and (b) the bylaws of the Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation bylaws of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of IncorporationCorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Merger Agreement (Hagler Bailly Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the The Certificate of Incorporation of Merger Sub, as Sub in effect immediately prior to the Effective Time, Time shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by in accordance with Delaware Law and such Certificate of Incorporation, except that Article FIRST thereof shall read as follows: "The name of the Corporation is Myelos Corporation."
(b) The Bylaws of Merger Sub, as Sub in effect immediately prior to the Effective Time, Time shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Certificate of Incorporation; Bylaws. (a) At The Certificate of Merger shall provide that, at the Effective Time, the Certificate of Incorporation of the Surviving Corporation shall be in substantially the form of the Certificate of Incorporation of the Merger Sub, Sub as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation Time until thereafter amended as provided by Delaware Law and such Certificate of Incorporationamended.
(b) The At the Effective Time, the Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amended.
Appears in 1 contract
Sources: Agreement and Plan of Merger (Inverness Medical Innovations Inc)
Certificate of Incorporation; Bylaws. (a) At the Effective Time, the Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by Delaware Law and such Certificate of Incorporation.
(b) The Bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Bylaws of the Surviving Corporation until thereafter amendedamended as provided by Delaware Law, the Certificate of Incorporation and such Bylaws.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Ravisent Technologies Inc)