Common use of Articles of Incorporation and Bylaws Clause in Contracts

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation until duly amended or repealed. (b) The bylaws of the Company in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealed.

Appears in 6 contracts

Samples: Merger Agreement (Integrated Security Systems Inc), Merger Agreement (Tactical Air Defense Services, Inc.), Merger Agreement (Solar Energy Initiatives, Inc.)

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Articles of Incorporation and Bylaws. (ai) The articles of incorporation of the Company as in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation Company until duly thereafter amended as provided therein or repealedby applicable law. (bii) The bylaws of the Company as in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation Company until duly thereafter amended as provided therein or repealedby applicable law.

Appears in 6 contracts

Samples: Merger Agreement (Power 3 Medical Products Inc), Merger Agreement (IElement CORP), Merger Agreement (IElement CORP)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company Corporation, as in effect immediately prior to the Effective Time (the “Articles of Incorporation”), shall be the articles of incorporation of the Surviving Corporation Entity following the Effective Time until duly amended or repealedin accordance with applicable law and the terms thereof. (b) The bylaws of the Company Corporation, as in effect immediately prior to the Effective Time (the “Bylaws”), shall be the bylaws of the Surviving Corporation Entity following the Effective Time until duly amended or repealedin accordance with applicable law and the terms thereof.

Appears in 5 contracts

Samples: Merger Agreement (Trinity Capital Inc.), Merger Agreement (Trinity Capital Inc.), Merger Agreement (Trinity Capital Inc.)

Articles of Incorporation and Bylaws. (a) The At the Effective Time, the articles of incorporation of the Company Company, as amended to date and as in effect immediately prior to the Effective Time Time, shall be the articles of incorporation of the Surviving Corporation Corporation, until duly thereafter changed or amended as provided therein or repealedby applicable Law. (b) The At the Effective Time, the bylaws of the Company Company, as in effect immediately prior to the Effective Time Time, shall be the bylaws of the Surviving Corporation Corporation, until duly thereafter changed or amended as provided therein or repealedby applicable Law.

Appears in 3 contracts

Samples: Merger Agreement (VCG Holding Corp), Merger Agreement (Lowrie Management LLLP), Merger Agreement (VCG Holding Corp)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company as in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation as of the Effective Time, until duly amended or repealed. (b) in accordance with applicable Law. The bylaws by-laws of the Company Merger Sub in effect immediately prior to the Effective Time shall be the bylaws by-laws of the Surviving Corporation as of the Effective Time, until duly amended or repealedin accordance with applicable Law.

Appears in 3 contracts

Samples: Merger Agreement (Critical Path Inc), Merger Agreement (Vectis Cp Holdings LLC), Merger Agreement (General Atlantic LLC)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company Company, as in effect immediately prior to the Effective Time Time, shall be the articles of incorporation of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law. (b) The bylaws of the Company as in effect immediately prior to at the Effective Time shall be the bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law.

Appears in 3 contracts

Samples: Merger Agreement (Meemic Holdings Inc), Merger Agreement (Proassurance Corp), Merger Agreement (Proassurance Corp)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company in effect immediately prior to at the Effective Time shall be the articles of incorporation of the Surviving Corporation until duly amended or repealedin accordance with the terms thereof and with applicable laws. (b) The bylaws Bylaws of the Company in effect immediately prior to at the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealedin accordance with the terms thereof and with applicable laws.

Appears in 3 contracts

Samples: Merger Agreement (Virtualfund Com Inc), Merger Agreement (Realco Inc /Nm/), Merger Agreement (Realco Inc /Nm/)

Articles of Incorporation and Bylaws. (a) The articles of incorporation As of the Company Effective Time, the Articles of Incorporation of the Company, as in effect immediately prior to the Effective Time Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter amended or repealedas provided by the CGCL and such Articles of Incorporation. (b) The bylaws As of the Company Effective Time, the Bylaws of the Company, as in effect immediately prior to the Effective Time Time, shall be the bylaws Bylaws of the Surviving Corporation until duly thereafter amended or repealedas provided by the CGCL and such Bylaws.

Appears in 2 contracts

Samples: Merger Agreement (Hytek Microsystems Inc), Merger Agreement (Natel Engineering Company, Inc.)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company in effect immediately prior to the Effective Time Time, as amended in accordance with the Articles of Merger, shall be the articles of incorporation of the Surviving Corporation until duly amended or repealedin accordance with its terms and applicable law. (b) The bylaws of the Company Merger Corp. in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealedin accordance with its terms and applicable law.

Appears in 2 contracts

Samples: Joinder Agreement (Quality Dining Inc), Joinder Agreement (Quality Dining Inc)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company Acquiror as in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation until duly amended or repealedimmediately after the Effective Time. (b) The bylaws of the Company Acquiror as in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealedimmediately after the Effective Time.

Appears in 2 contracts

Samples: Merger Agreement (Sc Bancorp), Merger Agreement (Monarch Bancorp)

Articles of Incorporation and Bylaws. Unless otherwise determined by Parent and the Company prior to the Effective Time: (a) The articles the Articles of incorporation Incorporation of the Company in effect immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly amended or repealed.Corporation; and (b) The bylaws the Bylaws of the Company in effect immediately prior to the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until duly amended or repealedCorporation.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Ampio Pharmaceuticals, Inc.)

Articles of Incorporation and Bylaws. (a) The articles Restated Articles of incorporation Incorporation, as amended, of the Company (the "Articles of Incorporation") in effect immediately prior to the Effective Time shall shall, at the Effective Time, be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly the same shall be further altered, amended or repealedrepealed as therein provided. (b) The bylaws of the Company in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealed.

Appears in 2 contracts

Samples: Merger Agreement (Ragen Mackenzie Group Inc), Merger Agreement (Ragen Mackenzie Group Inc)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company as in effect immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law. (b) The bylaws Bylaws of the Company Sub as in effect immediately prior to the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law.

Appears in 2 contracts

Samples: Merger Agreement (Yorkmont One Inc), Merger Agreement (Morrison Management Specialists Inc)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company as in effect immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law. (b) The bylaws of the Company as in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law.

Appears in 2 contracts

Samples: Merger Agreement (Multi Solutions Inc), Merger Agreement (Multi Solutions Inc)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company in effect immediately prior to at the Effective Time (the "ARTICLES") shall be the articles of incorporation of the Surviving Corporation Corporation, until duly amended or repealed. (b) thereafter amended. The bylaws Bylaws of the Company in effect immediately prior to at the Effective Time (the "BYLAWS") shall be the bylaws of the Surviving Corporation Corporation, until duly amended or repealedthereafter amended.

Appears in 2 contracts

Samples: Merger Agreement (JDN Realty Corp), Merger Agreement (Developers Diversified Realty Corp)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company, as in effect immediately before the Effective Time, will be the Articles of Incorporation of the Surviving Corporation, until thereafter changed or amended as provided therein or by applicable Law; provided that, at the Effective Time, the Articles of Incorporation of the Company shall be amended as provided in Exhibit A attached hereto. The Bylaws of Merger Sub, as in effect immediately prior to before the Effective Time shall Time, will be the articles of incorporation Bylaws of the Surviving Corporation Corporation, until duly thereafter changed or amended as provided therein or repealedby applicable Law. (b) The bylaws of the Company in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealed.

Appears in 1 contract

Samples: Merger Agreement (Arnold Industries Inc)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company as in effect immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly until, subject to Section 6.4, thereafter changed or amended as provided therein or repealedunder applicable law. (b) The bylaws Bylaws of the Company Merger Sub as in effect immediately prior to the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedunder applicable law.

Appears in 1 contract

Samples: Merger Agreement (Creative Host Services Inc)

Articles of Incorporation and Bylaws. From and after the Effective Time, (a) The the articles of incorporation of the Company Company, as in effect immediately prior to the Effective Time Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly amended or repealed. and (b) The bylaws of the Company Company’s bylaws, as in effect immediately prior to the Effective Time Time, shall be the bylaws of the Surviving Corporation Corporation; in each case until duly amended or repealedin accordance with applicable Law.

Appears in 1 contract

Samples: Merger Agreement (Adept Technology Inc)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company as in effect immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law. (b) The bylaws of the Company as in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law.

Appears in 1 contract

Samples: Merger Agreement (Wi-Tron, Inc.)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation ------------------------------------ Incorporation of the Company in effect immediately prior to at the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealed. (b) by applicable law. The bylaws By-laws of the Company in effect immediately prior to at the Effective Time shall will be the bylaws By-laws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law.

Appears in 1 contract

Samples: Merger Agreement (Internet Communications Corp)

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Articles of Incorporation and Bylaws. (a) The articles Amended and Restated Articles of incorporation Incorporation of the Company as in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation Corporation, until duly thereafter changed or amended as provided therein or repealedby applicable law. (b) The bylaws Bylaws of the Company Company, as amended and restated and as in effect immediately prior to the Effective Time Time, shall be the bylaws of the Surviving Corporation Corporation, until duly thereafter changed or amended as provided therein or repealedby applicable law.

Appears in 1 contract

Samples: Merger Agreement (Edmark Corp)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation until duly amended or repealedin accordance with its terms and applicable law. (b) The bylaws of the Company Purchaser in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealedin accordance with its terms and applicable law.

Appears in 1 contract

Samples: Merger Agreement (Maxxim Medical Inc)

Articles of Incorporation and Bylaws. (a) The articles Amended and Restated Articles of incorporation Incorporation of the Company in effect immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter changed or amended or repealedas provided therein and by applicable Law. (b) The bylaws Restated Bylaws of the Company as in effect immediately prior to the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until duly thereafter changed or amended or repealedas provided therein and by applicable Law.

Appears in 1 contract

Samples: Merger Agreement (Genus Inc)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company in effect immediately prior to the Effective Time shall will be the articles Articles of incorporation Incorporation of the Surviving Corporation Entity, until duly thereafter changed or amended as provided therein or repealedby Law (as hereinafter defined). (b) The bylaws of the Company in effect immediately prior to the Effective Time shall will be the bylaws of the Surviving Corporation Entity until duly thereafter changed or amended as provided therein or repealedby applicable Law.

Appears in 1 contract

Samples: Merger Agreement (Aci Acquisition Partners Inc)

Articles of Incorporation and Bylaws. At the Effective Time, (ai) The the Articles of Incorporation and Bylaws of the Surviving Corporation will be the same as the articles of incorporation and bylaws of the Company as in effect immediately prior to the Effective Time shall be Time, until thereafter amended in accordance with their terms and the articles of incorporation of the Surviving Corporation until duly amended or repealedABCA. (b) The bylaws of the Company in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealed.

Appears in 1 contract

Samples: Plan of Reorganization (Altrust Financial Services Inc)

Articles of Incorporation and Bylaws. At the Effective Time, (a) The the articles of incorporation of the Company Company, as in effect immediately prior to the Effective Time Time, shall be the articles of incorporation of the Surviving Corporation (the “Surviving Articles”), until duly thereafter amended or repealed. in accordance with applicable Law and the applicable provisions therein, and (b) The the bylaws of the Company Company, as in effect immediately prior to the Effective Time Time, shall be the bylaws of the Surviving Corporation Corporation, until duly thereafter amended or repealedin accordance with applicable Law, the applicable provisions therein and the Surviving Articles.

Appears in 1 contract

Samples: Merger Agreement (Triple-S Management Corp)

Articles of Incorporation and Bylaws. (a) The articles ------------------------------------ Articles of incorporation Incorporation of the Company in effect immediately prior to at the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly amended or repealed. (b) in accordance with applicable law. The bylaws Bylaws of the Company in effect immediately prior to at the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until duly amended or repealedin accordance with applicable law.

Appears in 1 contract

Samples: Merger Agreement (Cuc International Inc /De/)

Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company in effect immediately prior to at the Effective Time shall be the articles of incorporation of the Surviving Corporation until duly amended or repealedin accordance with the terms thereof and with applicable laws. (b) The bylaws Bylaws of the Company in effect immediately prior to at the Effective Time shall be the bylaws by laws of the Surviving Corporation until duly amended or repealedin accordance with the terms thereof and with applicable laws.

Appears in 1 contract

Samples: Merger Agreement (Realco Inc /Nm/)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company as in effect immediately prior to Effective Time, as amended by the ILFC Amendment, shall be the Articles of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable Law. (b) The Bylaws of the Company as in effect immediately prior to the Effective Time shall be the articles of incorporation Bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable Law. (b) The bylaws of the Company in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until duly amended or repealed.

Appears in 1 contract

Samples: Merger Agreement (Amtran Inc)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company in effect immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealed. (b) in accordance with applicable law. The bylaws Bylaws of the Company in effect immediately prior to the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedin accordance with applicable law.

Appears in 1 contract

Samples: Merger Agreement (Solar Power, Inc.)

Articles of Incorporation and Bylaws. (a) The articles of incorporation and bylaws of the Company in effect immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation until duly amended or repealed. (b) The bylaws of the Company in effect immediately prior to the Effective Time shall be the and bylaws of the Surviving Corporation Corporation, until duly altered, amended or repealedrepealed in accordance with their terms and applicable law.

Appears in 1 contract

Samples: Merger Agreement (Emclaire Financial Corp)

Articles of Incorporation and Bylaws. (a) The articles Amended ------------------------------------- and Restated Articles of incorporation Incorporation of the Company Company, as in effect immediately prior to the Effective Time Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law. (b) The bylaws Bylaws of the Company Sub, as in effect immediately prior to the Effective Time Time, shall be the bylaws Bylaws of the Surviving Corporation until duly thereafter changed or amended as provided therein or repealedby applicable law.

Appears in 1 contract

Samples: Merger Agreement (Centocor Inc)

Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of the Company Company, as in effect immediately prior to before the Effective Time shall Time, will be the articles Articles of incorporation Incorporation of the Surviving Corporation as of the Effective Time, until duly amended or repealedamended. (b) The bylaws Bylaws of the Company Company, as in effect immediately prior to before the Effective Time shall Time, will be the bylaws Bylaws of the Surviving Corporation as of the Effective Time, until duly amended or repealedamended.

Appears in 1 contract

Samples: Merger Agreement (Trans World Corp)

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