Articles of Incorporation, By. Laws, Corporate Minutes and Permits. Buyer has delivered to Seller copies of the Articles of Incorporation, as amended, of Buyer (certified as of a recent date by the Secretary of State of the state of incorporation), and the By-Laws, as amended, of Buyer (certified as of the date hereof by its Secretary) all of which copies are true and correct. Buyer has furnished to Seller for review, true and complete copies of the corporate minutes of Buyer which contains a complete and accurate record of all formal actions taken by the stockholders and directors of Buyer.
Articles of Incorporation, By. Laws and Officers and Directors of the Surviving Corporation. The Articles of Incorporation of FHGP Merger, as in effect immediately prior to the Effective Time, shall be the Articles of Incorporation of the Surviving Corporation until thereafter amended as provided by law and such Articles of Incorporation; provided, that Article First of such Certificate of Incorporation shall be amended as of the Effective Time to provide that the name of the Surviving Corporation shall be "Xxxxxxx Harrisburg General Partner Inc." The By-Laws of FHGP Merger as in effect immediately prior to the Effective Time shall be the By-Laws of the Surviving Corporation until thereafter amended as provided by law, the Articles of Incorporation of the Surviving Corporation and such By-Laws. From and after the Effective Time, the directors and officers of FHGP that were in office immediately prior to the Effective Time shall be the directors and officers of the Surviving Corporation, until their respective successors are duly elected or appointed and qualified or until their earlier death, resignation or in accordance with the Surviving Corporation's Certificate of Incorporation and By-Laws.
Articles of Incorporation, By. Laws; Directors and ------------------------------------------------- Officers. --------
(a) The Articles of Incorporation of Acquisition in effect at the Effective Time shall be the Articles of Incorporation of the Surviving Corporation (except that such Articles of Incorporation shall be amended to provide that the name of the Surviving Corporation shall be changed) until thereafter amended in accordance with the provisions thereof and as provided by the SCBCA. The By-Laws of Acquisition in effect at the Effective Time shall be the By-Laws of the Surviving Corporation until thereafter amended in accordance with the provisions thereof, the Articles of Incorporation of the Surviving Corporation and the SCBCA.
(b) From and after the Effective Time and until their respective successors are duly elected or appointed and qualified, or until their earlier death, resignation or removal in accordance with the Surviving Corporation's Articles of Incorporation and By-Laws, (i) the directors of Acquisition at the Effective Time shall be the directors of the Surviving Corporation and (ii) the officers of Acquisition at the Effective Time shall be the officers of the Surviving Corporation.
Articles of Incorporation, By. LAWS; CORPORATE NAME AND ASSUMED NAMES. The Borrowers will not amend, alter, modify or restate their Articles or Certificate of Incorporation or By-Laws in any way which would (i) change the corporate name or adopt a trade name for any of the Borrowers; or (ii) in any manner adversely affect the Borrowers' obligations or covenants to the Bank hereunder or under any of the other Loan Documents.
Articles of Incorporation, By. LAWS. At the Effective Time, the Certificate of Incorporation and Bylaws of EuroSub shall be the Articles of Incorporation and Bylaws of the Surviving Corporation.
Articles of Incorporation, By. LAWS, ETC. True and complete copies of the Articles of Incorporation, By-Laws, minute books and all stock books and stock transfer records of the Company and of the Subsidiary, each of the foregoing as amended to the date hereof, have been furnished or made available to Buyer and its Representatives and there will be no amendments or changes to the Company's and the Subsidiary's Articles of Incorporation or By-Laws prior to the Closing Date. On the Closing Date, such minute books will contain the true and complete minutes and records of any meetings, proceedings and other actions of the shareholders, all committees of the Board of Directors and the Board of Directors of the Company and its Subsidiary from the date hereof to and including the Closing Date.
Articles of Incorporation, By. Laws and Directors and Officers. ------------------------------------------------------------------ The Articles of Incorporation of Xxxxxxxx in effect immediately prior to the Effective Time shall be and remain the Articles of Incorporation of the Surviving Corporation, until thereafter amended in accordance with the provisions therein and as provided by the CBCA. The By-Laws of Xxxxxxxx in effect immediately prior to the Effective Time shall be the By-Laws of the Surviving Corporation until thereafter amended in accordance with its terms. The directors and officers of Xxxxxxxx immediately prior to the Effective time shall be the directors and officers of the Surviving Corporation, in each case until their successors are duly elected and qualified.
Articles of Incorporation, By. LAWS
(a) Subject to the terms of Section 6.06, at the Effective Time, the Articles of Incorporation of the Surviving Corporation shall be the Articles of Incorporation of the Company as in effect immediately prior to the Effective Time.
(b) Subject to the terms of Section 6.06, at the Effective Time, the By-laws of the Company, as in effect immediately prior to the Effective Time, shall be the By-laws of the Surviving Corporation until thereafter amended as provided by law, the Articles of Incorporation of the Surviving Corporation and such By-laws.
Articles of Incorporation, By. LAWS2.04. CERTIFICATE OF ------------------------------------- INCORPORATION; BY-LAWS.
Articles of Incorporation, By. LAWS. Attached hereto as Exhibit A and B, respectively, are true, correct and complete copies of the Articles and Bylaws of the Company, as in effect on the date hereof.
