Common use of Articles of Incorporation; Bylaws; Directors and Officers Clause in Contracts

Articles of Incorporation; Bylaws; Directors and Officers. The Articles of Incorporation of the Surviving Company from and after the Closing shall be the Articles of Incorporation of CES as in effect immediately prior to the Closing until thereafter amended in accordance with the provisions therein and as provided by the applicable provisions of the FBCA. The Bylaws of the Surviving Company from and after the Closing shall be the Bylaws of CES as in effect immediately prior to the Closing, continuing until thereafter amended in accordance with their terms, the Articles of Incorporation of the Surviving Company and as provided by the FBCA. The directors and officers of the Surviving Company from and after the Closing shall be the directors and officers of CES immediately prior to the Closing.

Appears in 1 contract

Samples: Merger Agreement (Green Living Concepts Inc.)

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Articles of Incorporation; Bylaws; Directors and Officers. 2.3 The Articles of Incorporation of the Surviving Company from and after the Closing shall be the Articles of Incorporation of CES IX Energy as in effect immediately prior to the Closing until thereafter amended in accordance with the provisions therein and as provided by the applicable provisions of the FBCADGCL. The Bylaws of the Surviving Company from and after the Closing shall be the Bylaws of CES IX Energy as in effect immediately prior to the Closing, continuing until thereafter amended in accordance with their terms, the Articles of Incorporation of the Surviving Company and as provided by the FBCADGCL. The directors and officers of the Surviving Company from and after the Closing shall be the directors and officers of CES IX Energy immediately prior to the Closing.

Appears in 1 contract

Samples: Merger Agreement (Yoo Inc)

Articles of Incorporation; Bylaws; Directors and Officers. The Articles of Incorporation of the Surviving Company from and after the Closing shall be the Articles of Incorporation of CES as in effect immediately prior to the Closing Acquirer until thereafter amended in accordance with the provisions therein and as provided by the applicable provisions of the FBCAState Corporation Law. The Bylaws of the Surviving Company from and after the Closing shall be the Bylaws of CES the Acquirer as in effect immediately prior to the Closing, continuing until thereafter amended in accordance with their terms, the Articles of Incorporation of the Surviving Company and as provided by the FBCAState Corporation Law. The directors Directors of the Company at the Effective Time shall continue to be the Directors and officers the Officers of the Company at the Effective Time shall continue to be the Officers of the Surviving Company from and after the Closing shall be the directors and officers of CES immediately prior to the ClosingCompany.

Appears in 1 contract

Samples: Merger Agreement (Ilink Telecom Inc)

Articles of Incorporation; Bylaws; Directors and Officers. The Articles of Incorporation of the Surviving Company Utilipoint from and after the Closing shall be the Articles of Incorporation of CES the Surviving Company as in effect immediately prior to the Closing until thereafter amended in accordance with the provisions therein and as provided by the applicable provisions of the FBCANMBCA. The Bylaws of the Surviving Company Utilipoint from and after the Closing shall be the Bylaws of CES the Surviving Company as in effect immediately prior to the Closing, continuing until thereafter amended in accordance with their terms, the Articles of Incorporation of the Surviving Company and as provided by the FBCANMBCA. The directors and officers of the Surviving Company from and after Utilipoint immediately prior to the Closing shall be the directors and officers of CES immediately prior to the ClosingSurviving Company.

Appears in 1 contract

Samples: Merger Agreement (Midas Medici Group Holdings, Inc.)

Articles of Incorporation; Bylaws; Directors and Officers. The Articles of Incorporation of the Surviving Company from and after the Closing shall be the Articles of Incorporation of CES the Merger Sub as in effect immediately prior to the Closing until thereafter amended in accordance with the provisions therein and as provided by the applicable provisions of the FBCANRS. The Bylaws of the Surviving Company from and after the Closing shall be the Bylaws of CES the Merger Sub as in effect immediately prior to the Closing, continuing until thereafter amended in accordance with their terms, the Articles of Incorporation of the Surviving Company Company, and as provided by the FBCANRS. The directors and officers of the Surviving Company from and after the Closing shall be the directors and officers managers of CES EASTSIDE immediately prior to the Closing.

Appears in 1 contract

Samples: Merger Agreement (Eurocan Holdings Ltd.)

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Articles of Incorporation; Bylaws; Directors and Officers. The Articles of Incorporation of the Surviving Company from and after the Closing shall be the Articles of Incorporation of CES TriCord as in effect immediately prior to the Closing until thereafter amended in accordance with the provisions therein and as provided by the applicable provisions of the FBCANRS. The Bylaws of the Surviving Company from and after the Closing shall be the Bylaws of CES TriCord as in effect immediately prior to the Closing, continuing until thereafter amended in accordance with their terms, the Articles of Incorporation of the Surviving Company and as provided by the FBCANRS. The directors and officers of the Surviving Company from and after the Closing shall be the directors and officers of CES ARIA immediately prior to the Closing.

Appears in 1 contract

Samples: Merger Agreement (TriCord Hurricane Holdings, Inc.)

Articles of Incorporation; Bylaws; Directors and Officers. The Articles of Incorporation of the Surviving Company from and after the Closing shall be the Articles of Incorporation of CES Renewal as in effect immediately prior to the Closing until thereafter amended in accordance with the provisions therein and as provided by the applicable provisions of the FBCADGCL. The Bylaws of the Surviving Company from and after the Closing shall be the Bylaws of CES Renewal as in effect immediately prior to the Closing, continuing until thereafter amended in accordance with their terms, the Articles of Incorporation of the Surviving Company and as provided by the FBCADGCL. The directors and officers sole director of the Acquirer at the Effective Time shall be the sole director of the Surviving Company from and after the Closing shall be the directors and officers of CES immediately prior to the ClosingCompany.

Appears in 1 contract

Samples: Merger Agreement (Tech Laboratories Inc)

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