Common use of Charter and By-Laws Clause in Contracts

Charter and By-Laws. Parent has heretofore furnished to the Company complete and correct copies of the Certificate of Incorporation and By-Laws of Parent each as currently in effect and of the Certificate of Incorporation and By-Laws of Merger Sub each as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or By-Laws. (c)

Appears in 2 contracts

Samples: Exhibit 99 (Medarex Inc), Term Page (Houston Biotechnology Inc)

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Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copies copy of the Certificates of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws of Parent each as currently are in effect full force and of the Certificate of Incorporation and By-Laws of Merger Sub each as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or By-Laws. (c)Section 3.3

Appears in 2 contracts

Samples: Agreement and Plan of Merger (New Stat Healthcare Inc), Agreement and Plan of Merger (American Medical Response Inc)

Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copies copy of the Certificates of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws of Parent each as currently are in effect full force and of the Certificate of Incorporation and By-Laws of Merger Sub each as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or By-Laws. (c).

Appears in 1 contract

Samples: Agreement and Plan of Merger (New Stat Healthcare Inc)

Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copies copy of the its Certificate of Incorporation and By-Laws, amended to date. Such Certificate of Incorporation and By-Laws of Parent each as currently are in effect full force and of the Certificate of Incorporation and By-Laws of Merger Sub each as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or By-Laws. (c)SECTION 3.3

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netvantage Inc)

Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copies copy of the Certificate of Incorporation and By-Laws of Parent each as currently in effect and of the Certificate Articles of Incorporation and By-Laws of Merger Sub each as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or Articles of Incorporation (as the case may be) or By-Laws. (c).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Medical Imaging Centers of America Inc)

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Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copies copy of the its and Merger Sub's Certificate of Incorporation and By-Laws, amended to date. Such Certificate of Incorporation and By-Laws of Parent each as currently are in effect full force and of the Certificate of Incorporation and By-Laws of Merger Sub each as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or By-Laws. (c).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netgain Development Inc)

Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copies copy of the its Certificate of Incorporation and By-Laws Laws, as amended to date and the Articles of Parent each Incorporation and By-laws of Merger Sub, as currently in effect and amended to date. Such Certificate of the Certificate Incorporation, Articles of Incorporation and By-Laws of Merger Sub each as currently are in full force and effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation charter or By-Laws. (c).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cytotherapeutics Inc/De)

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