Surviving Corporation Certificate of Incorporation definition

Surviving Corporation Certificate of Incorporation has the meaning set forth in Section 2.5(a).
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Surviving Corporation Certificate of Incorporation means the certificate of incorporation of the Company, as amended or restated from time to time and in effect immediately prior to the Effective Time.
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Surviving Corporation Certificate of Incorporation shall have the meaning assigned to such term in Section 1.3(a).
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Examples of Surviving Corporation Certificate of Incorporation in a sentence

  • Each director in office as of the Effective Time shall be allocated to a Voting Constituency Class and (in the event the Staggered Board Proposal is adopted) a Term of Office Class in accordance with the applicable provisions of the Surviving Corporation Certificate of Incorporation.

  • Each such director shall be designated to serve as a Director or a Class B Director (each as defined in the Surviving Corporation Certificate of Incorporation), such designation to be mutually agreed between UNITRIN and the Company and disclosed in the Proxy Statement (as defined below).

  • From and after the Effective Time, the directors and officers of Merger Sub shall be the directors and officers of the Surviving Corporation, and such directors and officers shall serve until their successors have been duly elected or appointed and qualified or until their death, resignation or removal in accordance with the Surviving Corporation Certificate of Incorporation and the Surviving Corporation Bylaws.

  • The directors and officers of the Surviving Corporation shall hold office until their respective successors shall have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Corporation Certificate of Incorporation and the Surviving Corporation Bylaws.

  • By: /s/ Jxxxxx Xxxxxxxx Name: Jxxxxx Xxxxxxxx Title: President and Chief Executive Officer [Signature Page to Agreement and Plan of Merger] Exhibit A Surviving Corporation Certificate of Incorporation Exhibit A AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BIODELIVERY SCIENCES INTERNATIONAL, INC.

  • The Parties shall take all actions necessary so that the board of directors of Gulf Merger Sub at the Gulf Effective Time shall, from and after the Gulf Effective Time, be the directors of the Gulf Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Gulf Surviving Corporation Certificate of Incorporation and the Gulf Bylaws.

  • Xxxx Title: Chief Executive Officer and President Exhibit A Surviving Corporation Certificate of Incorporation EXHIBIT A AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CARMIKE CINEMAS, INC.

  • The Parties shall take all actions necessary so that the officers of Gulf Merger Sub at the Gulf Effective Time shall, from and after the Gulf Effective Time, be the officers of the Gulf Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Gulf Surviving Corporation Certificate of Incorporation and the Gulf Bylaws.

  • By: /s/ Kxxxxxx Xxxxxxxx Name: Kxxxxxx Xxxxxxxx Title: Secretary [Signature Page to Agreement and Plan of Merger] Exhibit A Surviving Corporation Certificate of Incorporation AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FLEXION THERAPEUTICS, INC.

  • By: _____________________________________ Incorporator [Signature Page to Surviving Corporation Certificate of Incorporation] Exhibit J FORM OF EXCA HOLDINGS, INC.

Related to Surviving Corporation Certificate of Incorporation

  • Articles of Incorporation means the Articles of Incorporation of the Company, as amended from time to time.

  • Certificate of Incorporation means the Company’s Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time.

  • Company Bylaws means the Amended and Restated Bylaws of the Company as in effect on the date hereof.

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Bylaws means the bylaws of the Corporation, as they may be amended from time to time.

  • Parent Bylaws means the bylaws of Parent, as amended.

  • Company Charter means the certificate of incorporation of the Company, as amended.

  • Surviving Company has the meaning set forth in Section 2.1.

  • Articles of Association means the articles of association of the Company, as amended from time to time.

  • Effective Time has the meaning set forth in Section 2.2.

  • DGCL means the General Corporation Law of the State of Delaware.