Articles of Incorporation and Bylaws. (a) The articles of incorporation of Merger Sub in effect at the Effective Time shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Laws. (b) The bylaws of Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Laws.
Appears in 2 contracts
Samples: Merger Agreement (Recovery Engineering Inc), Merger Agreement (Procter & Gamble Co)
Articles of Incorporation and Bylaws. (ai) The articles Articles of incorporation Incorporation of the Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with the terms thereof and with as provided therein or by applicable Lawslaw.
(bii) The bylaws Bylaws of the Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the bylaws Bylaws of the Surviving Corporation until thereafter amended in accordance with the terms thereof and with as provided therein or by applicable Lawslaw.
Appears in 2 contracts
Samples: Merger Agreement (Fullcircle Registry Inc), Merger Agreement (Swordfish Financial, Inc.)
Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation Company, until duly amended in accordance with the terms thereof and with applicable Laws.
(b) law. The bylaws Bylaws of Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the bylaws Bylaws of the Surviving Corporation Company, until duly amended in accordance with the terms thereof and with applicable Lawslaw.
Appears in 2 contracts
Samples: Merger Agreement (Post Apartment Homes Lp), Merger Agreement (Columbus Realty Trust)
Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Company shall be amended in the Merger to be the same as the articles of incorporation of Merger Sub in effect at immediately prior to the Effective Time and shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the terms thereof therewith and with applicable Laws.
(b) law. The bylaws of Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation until amended in accordance therewith, with the terms thereof articles of incorporation and with applicable Lawslaw.
Appears in 2 contracts
Samples: Merger Agreement (Hard Rock Hotel Inc), Merger Agreement (Morgans Hotel Group Co.)
Articles of Incorporation and Bylaws. (a) The At the Effective Time, the articles of incorporation and bylaws of Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the articles of incorporation and bylaws of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable Law; provided, however, that Article I of the articles of incorporation of the Surviving Corporation until shall be amended in accordance with the terms thereof and with applicable Laws.
(b) its entirety to read as follows: “The bylaws of Merger Sub in effect at the Effective Time shall be the bylaws name of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Lawscorporation is ProCentury Corporation.”
Appears in 2 contracts
Samples: Merger Agreement (Procentury Corp), Merger Agreement (Meadowbrook Insurance Group Inc)
Articles of Incorporation and Bylaws. (a) The articles From and after the Effective Time, the Articles of incorporation Incorporation of Merger Sub as in effect at immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with applicable law. From and after the terms thereof and with applicable Laws.
(b) The bylaws Effective Time, the Bylaws of Merger Sub in effect at immediately prior to the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until thereafter amended in accordance with the terms thereof and with applicable Lawslaw.
Appears in 2 contracts
Samples: Merger Agreement (Penn Octane Corp), Merger Agreement (Rio Vista Energy Partners Lp)
Articles of Incorporation and Bylaws. (a) The At the Effective Time, the articles of incorporation of Merger Sub in effect at the Effective Time shall be the articles of incorporation of the Surviving Corporation until thereafter amended in accordance with applicable Law and such articles of incorporation. At the terms thereof and with applicable Laws.
(b) The Effective Time, the bylaws of Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation until thereafter amended in accordance with applicable Law, the terms thereof articles of incorporation of the Surviving Corporation and with applicable Lawssuch bylaws.
Appears in 2 contracts
Samples: Merger Agreement (Herbst Gaming Inc), Merger Agreement (Sands Regent)
Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of Merger Sub in effect at the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Laws.
(b) law. The bylaws of Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Lawslaw.
Appears in 1 contract
Samples: Merger Agreement (Ticketmaster Online Citysearch Inc)
Articles of Incorporation and Bylaws. (a) The articles of incorporation of the Merger Sub in effect at the Effective Time shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Laws.
(b) law. The bylaws of the Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Lawslaw.
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The articles of incorporation and bylaws of Merger Sub Sub, each as in effect at immediately prior to the Effective Time Time, shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Laws.
(b) The bylaws of Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation until thereafter changed or amended as provided in accordance with the terms thereof and with articles of incorporation, the bylaws, or by applicable Lawslaw.
Appears in 1 contract
Samples: Merger Agreement (Wellstone Filter Sciences Inc /De/)
Articles of Incorporation and Bylaws. (a) The articles of incorporation of Merger Sub as in effect at immediately prior to the Effective Time shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the terms thereof and with or as provided by applicable LawsLaw.
(b) The bylaws of Merger Sub as in effect at immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with thereof, the articles of incorporation, or as provided by applicable LawsLaw.
Appears in 1 contract
Samples: Merger Agreement (Firstamerica Automotive Inc /De/)
Articles of Incorporation and Bylaws. (a) The articles of incorporation of Merger Sub Merging Corporation in effect at the Effective Time form attached hereto as Exhibit A shall be the articles of incorporation of the Surviving Corporation until amended in accordance with after consummation of the terms thereof and with applicable Laws.
(b) Merger. The bylaws Bylaws of Merger Sub Surviving Corporation as in effect at immediately prior to the Effective Time Date shall be the bylaws Bylaws of Surviving Corporation after consummation of the Surviving Corporation until amended in accordance with the terms thereof and with applicable LawsMerger.
Appears in 1 contract
Samples: Merger Agreement
Articles of Incorporation and Bylaws. (a) The articles At the Effective Time and subject to Section 5.07(a), the Articles of incorporation Incorporation of Merger Sub in effect at the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with as permitted by Law and such Articles of Incorporation. At the terms thereof Effective Time and with applicable Laws.
(b) The bylaws subject to Section 5.07(a), the Bylaws of Merger Sub in effect at the Effective Time shall be the bylaws Bylaws of the Surviving Corporation until thereafter amended in accordance with as permitted by Law, the terms thereof Articles of Incorporation of the Surviving Corporation and with applicable Lawssuch Bylaws.
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The articles of incorporation of Merger Sub Corp., as in effect at immediately prior to the Effective Time shall Time, will be the articles of incorporation of the Interim Surviving Corporation until thereafter changed or amended in accordance with as provided therein or by applicable law (the terms thereof and with applicable Laws.
(b) “Articles of Incorporation”). The bylaws by-laws of Merger Sub Corp., as in effect at immediately prior to the Effective Time shall Time, will be the bylaws by-laws of the Interim Surviving Corporation Corporation, until thereafter changed or amended in accordance with as provided therein, by the terms thereof and with articles of incorporation or by applicable law (the “By-Laws”).
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The articles of incorporation of Merger Sub Sub, as in effect at existence immediately prior to the Effective Time Time, shall be the articles of incorporation of the Surviving Corporation from and after the Effective Time unless and until amended in accordance with the their terms thereof and with as provided by applicable Laws.
(b) Legal Requirements. The bylaws of Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the bylaws of the Surviving Corporation from and after the Effective Time unless and until amended in accordance with their terms and the terms thereof of the articles of incorporation of the Surviving Corporation and with as provided by applicable LawsLegal Requirements.
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The Effective immediately following the Merger, the articles of incorporation of Merger Sub in effect at shall be filed with the Effective Time Merger Filing and shall be the articles of incorporation of the Surviving Corporation Corporation, until amended in accordance with applicable Law. Effective immediately following the terms thereof and with applicable Laws.
(b) The Merger, the bylaws of Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation Corporation, until amended in accordance with the terms thereof and with applicable LawsLaw.
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of Merger Sub in effect at immediately prior to the Effective Time shall will be the articles Articles of incorporation Incorporation of the Surviving Corporation Corporation, until duly amended in accordance with the terms thereof and with applicable Laws.
(b) law. The bylaws Bylaws of Merger Sub in effect at immediately prior to the Effective Time shall will be the bylaws Bylaws of the Surviving Corporation Corporation, until duly amended in accordance with the terms thereof and with applicable Lawslaw.
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The articles Upon the effectiveness of incorporation the Merger, the Articles of Incorporation of Merger Sub as in effect at immediately prior to the Effective Time shall be the articles Articles of incorporation Incorporation of the Surviving Corporation until amended in accordance with Corporation, and the terms thereof and with applicable Laws.
(b) The bylaws By-Laws of Merger Sub as in effect at immediately prior to the Effective Time shall be the bylaws By-Laws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable LawsCorporation.
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The articles Articles of incorporation Incorporation of Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the articles Articles of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended as provided therein and in accordance with the terms thereof and with applicable Laws.
(b) law. The bylaws Bylaws of Merger Sub Sub, as in effect at immediately prior to the Effective Time Time, shall be the bylaws Bylaws of the Surviving Corporation Corporation, until thereafter amended as provided therein and in accordance with the terms thereof and with applicable Lawslaw.
Appears in 1 contract
Samples: Merger Agreement (PB Bancorp, Inc.)
Articles of Incorporation and Bylaws. (a) The articles of incorporation of Merger Sub as in effect at immediately prior to the Effective Time of the Merger shall be the articles of incorporation of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Laws.
(b) Corporation. The bylaws of Merger Sub as in effect at immediately prior to the Effective Time of the Merger shall be the bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable LawsCorporation.
Appears in 1 contract
Samples: Merger Agreement (RTW Inc /Mn/)
Articles of Incorporation and Bylaws. At the Effective Time, the Articles of Incorporation of Merger Sub, as amended (a) The articles the “Merger Sub Articles”), as then in effect, will be the Articles of incorporation Incorporation of the Surviving Corporation, and the Bylaws of Merger Sub (the “Merger Sub Bylaws”), as then in effect at the Effective Time shall effect, will be the articles of incorporation Bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable LawsCorporation.
(b) The bylaws of Merger Sub in effect at the Effective Time shall be the bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable Laws.
Appears in 1 contract
Articles of Incorporation and Bylaws. (a) The Effective immediately following the Merger, the articles of incorporation of the Merger Sub Sub, as in effect at immediately prior to the Effective Time shall Time, will be the articles of incorporation of the Surviving Corporation until amended in accordance with except that the terms thereof and with applicable Laws.
(b) The name of the Company will be the name of the Surviving Corporation. Effective immediately following the Merger, the bylaws of the Merger Sub Sub, as in effect at immediately prior to the Effective Time shall Time, will be the bylaws of the Surviving Corporation until amended in accordance with the terms thereof and with applicable LawsCorporation.
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