The Certificate of Incorporation. At the Effective Time, the certificate of incorporation of the Company as in effect immediately prior to the Effective Time shall be amended and restated in its entirety to read as set forth in Exhibit A (the “Charter”), until thereafter amended as provided therein or by applicable Law (subject to Section 6.12).
Appears in 3 contracts
Sources: Merger Agreement (Cleveland-Cliffs Inc.), Merger Agreement (Cleveland-Cliffs Inc.), Merger Agreement (Ak Steel Holding Corp)
The Certificate of Incorporation. At the Effective Time, the certificate of incorporation of the Company as in effect immediately prior to the Effective Time shall be amended and restated in its entirety to read as set forth in on Exhibit A (attached hereto and, as so amended and restated, subject to Section 7.11, shall be the “Charter”), certificate of incorporation of the Surviving Corporation from and after the Effective Time until thereafter amended or restated as provided therein or by applicable Law (subject to Section 6.12)Law.
Appears in 2 contracts
Sources: Merger Agreement (Avangrid, Inc.), Merger Agreement (Cellular Biomedicine Group, Inc.)
The Certificate of Incorporation. At the Effective Time, the The certificate of incorporation of the Company as in effect immediately prior to the Effective Time shall be amended and restated in its entirety to read as set forth in Exhibit A 1 (the “Charter”), until thereafter amended as provided therein or by applicable Law (subject to Section 6.12)Law.
Appears in 2 contracts
Sources: Merger Agreement (Tesoro Corp /New/), Merger Agreement (Western Refining, Inc.)
The Certificate of Incorporation. At the Effective Time, the certificate of incorporation of the Company as in effect immediately prior to the Effective Time shall be amended and restated in its entirety as of the Effective Time to read as be in the form set forth in Exhibit A Annex B, and as so amended shall be the certificate of incorporation of the Surviving Corporation (the “Charter”), until thereafter amended duly amended, subject to Section 5.11, as provided therein or by applicable Law (subject to Section 6.12)Law.
Appears in 2 contracts
Sources: Merger Agreement (Elevate Credit, Inc.), Merger Agreement (Elevate Credit, Inc.)
The Certificate of Incorporation. At the Effective Time, the The certificate of incorporation of the Company as in effect immediately prior to the Effective Time shall be amended and restated in its entirety to read as set forth in Exhibit A (the “Charter”) (and shall be the certificate of incorporation of the Surviving Corporation), until thereafter amended as provided therein or by applicable Law (subject to Section 6.12)Law.
Appears in 2 contracts
Sources: Merger Agreement (Conagra Brands Inc.), Merger Agreement (Pinnacle Foods Inc.)
The Certificate of Incorporation. At the Effective Time, the certificate of incorporation of the Company as in effect immediately prior to the Effective Time shall be amended and restated in its entirety to read as set forth in Exhibit A (the “Charter”), until thereafter amended as provided therein or by applicable Law (subject to Section 6.12)Law.
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Andeavor), Merger Agreement (Marathon Petroleum Corp)
The Certificate of Incorporation. At the Effective Time, the The certificate of incorporation of the Company as in effect immediately prior to the Effective Time shall be amended and restated at the Effective Time to read in its entirety to read as set forth in Exhibit A (the “Charter”)B attached hereto, until thereafter duly amended as provided therein or by applicable Law (subject to Section 6.12)Law.
Appears in 1 contract
The Certificate of Incorporation. At the Effective Time, Time the certificate of incorporation of the Company as in effect immediately prior to the Effective Time (as amended, the “Charter”) shall be amended and restated in its entirety restated, by virtue of the Merger to read as set forth in Exhibit A (the “Charter”)hereto, until thereafter amended as provided therein or by applicable Law (subject to Law, and in accordance with Section 6.126.3(f).
Appears in 1 contract
Sources: Merger Agreement (Golfsmith International Holdings Inc)