By-Laws. At 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 in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-Laws.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Marchex Inc), Agreement and Plan of Merger (Marchex Inc), Agreement and Plan of Merger (Marchex Inc)
By-Laws. At Effective Time, the 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 in accordance with PBCLas provided by the DGCL, the Articles Certificate of Incorporation of the Surviving Corporation and such By-Laws.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Gt Interactive Software Corp), Agreement and Plan of Merger (Microprose Inc/De), Agreement and Plan of Merger (Tyco International LTD /Ber/)
By-Laws. At Unless otherwise determined by the Parent prior to 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 in accordance with PBCLthe CGCL, the Articles of Incorporation of the Surviving Corporation and such By-Laws.
Appears in 3 contracts
Samples: Execution Copy Agreement and Plan of Merger (Go2net Inc), Agreement and Plan of Merger (Go2net Inc), Agreement and Plan of Merger (Lycos Inc)
By-Laws. At 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 in accordance with PBCLCGS, the Articles Certificate of Incorporation of the Surviving Corporation and such By-Laws.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Marchex Inc), Agreement and Plan of Merger (Marchex Inc), Agreement and Plan of Merger (Marchex Inc)
By-Laws. At Effective Time, the ByThe by-Laws laws of the Company, as Company in effect immediately prior to the Effective Time, Time shall be the Byby-Laws laws of the Surviving Corporation from and after the Effective Time, until thereafter duly amended in accordance with PBCL, their terms and the Articles of Incorporation of the Surviving Corporation and such By-LawsDGCL.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Trident International Inc), Agreement and Plan of Merger (Trident International Inc), Agreement and Plan of Merger (Illinois Tool Works Inc)
By-Laws. At Effective Time, the The By-Laws of the Company, Company as in effect immediately prior to the Effective Time, Time shall be the By-Laws of the Surviving Corporation Corporation, until thereafter duly amended in accordance with PBCL, the Articles of Incorporation of terms thereof and the Surviving Corporation and such By-LawsDGCL.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hanna M a Co/De), Agreement and Plan of Merger (Cimco Inc /De/), Agreement and Plan of Merger (Cimco Inc /De/)
By-Laws. At Effective Time, the The By-Laws of the Company, Company as in effect immediately prior to the Effective Time, Time shall be the By-Laws of the Surviving Corporation Corporation, until thereafter duly amended in accordance with PBCL, the Articles of Incorporation of terms thereof and the Surviving Corporation and such By-LawsBCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Griffin Technology Inc), Agreement and Plan of Merger (Diebold Inc)
By-Laws. At the Effective Time, the Byby-Laws laws of the Company, as Company in effect ------- immediately prior to the Effective Time, Time shall be remain the Byby-Laws laws of the Surviving Corporation until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-LawsCorporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Usweb Corp), Agreement and Plan of Merger (Usweb Corp)
By-Laws. (a) At the Effective Time, the By-Laws of the Company, Company as in effect immediately prior to the Effective Time, Time shall be the By-Laws of the Surviving Corporation until thereafter amended in accordance with PBCL, the Articles of Incorporation Corporation. The By-Laws of the Surviving Corporation and such are herein referred to as the "Surviving Corporation By-Laws."
Appears in 2 contracts
Samples: Execution Copy (Harcourt General Inc), Appendix a Amended and Restated Agreement and Plan of Merger (Harcourt General Inc)
By-Laws. At the Effective Time, the By-Laws of the Company, as Corporation in effect immediately prior to the Effective Time, Time shall be become the By-Laws of the Surviving Corporation until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-LawsCorporation.
Appears in 2 contracts
Samples: Merger Agreement (Warp Technology Holdings Inc), Merger Agreement (Warp Technology Holdings Inc)
By-Laws. At From and after the Effective Time, the By-Laws of the Company, as in effect immediately prior to the Effective Time, shall be the Byby-Laws laws of the Surviving Corporation until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-Lawsas provided therein or by applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Ravens Metal Products Inc), Agreement and Plan (Ravens Metal Products Inc)
By-Laws. At Effective Time, the ByThe by-Laws laws of the Company, as Company in effect immediately prior to the Effective Time shall, from and after the Effective Time, shall be the Byby-Laws laws of the Surviving Corporation until thereafter amended in accordance with PBCL, (the Articles of Incorporation of the Surviving Corporation and such “By-Laws”), until thereafter duly amended as provided therein or by applicable Law, subject to Section 7.10.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Orchard Enterprises, Inc.), Agreement and Plan of Merger (Dimensional Associates, LLC)
By-Laws. At Effective Time, the The By-Laws of the Company, as Company in effect immediately prior to the Effective Time, shall Time will be the By-Laws of the Surviving Corporation at and after the Effective Time until thereafter duly amended in accordance with PBCL, the Articles of Incorporation terms thereof and the applicable provisions of the Surviving Corporation and such By-LawsTBCA.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Avnet Inc), Agreement and Plan of Merger (Kent Electronics Corp)
By-Laws. At Effective Time, the The Amended and Restated By-Laws of the Company, as in effect immediately prior to the Effective Time, shall be the Byby-Laws laws of the Surviving Corporation Corporation, until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-Lawsapplicable Law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Johnson Controls Inc), Agreement and Plan of Merger (York International Corp /De/)
By-Laws. At Effective Time, the 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 in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-Lawsas provided by law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Conseco Inc Et Al), Agreement and Plan of Merger (Pioneer Financial Services Inc /De)
By-Laws. At Effective Time, the ByThe by-Laws laws of the Company, as Company in effect immediately prior to the Effective Time shall, from and after the Effective Time, shall be the Byby-Laws laws of the Surviving Corporation (the “By-Laws”), until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-as provided therein or by applicable Laws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Alfa Mutual Insurance Co), Agreement and Plan of Merger (Alfa Corp)
By-Laws. At Unless otherwise determined by Parent prior to the Effective Time, 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 in accordance with PBCLthe FBCA, the Articles of Incorporation of the Surviving Corporation and such By-Laws."
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Summit Technology Inc), Agreement and Plan of Merger (Autonomous Technologies Corp)
By-Laws. At Effective Time, the The By-Laws of the CompanyAcquiror, as in effect immediately prior to the Effective Time, shall be the By-Laws of the Surviving Corporation until thereafter amended in accordance with PBCLas provided by law, the Articles By-Laws or the Certificate of Incorporation of the Surviving Corporation and such By-LawsCorporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Portec Inc), Agreement and Plan of Merger (Code Hennessy & Simmons Ii Lp)
By-Laws. At Effective Time, the 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 in accordance with PBCLthe DGCL, the Articles Certificate of Incorporation of the Surviving Corporation and such By-Laws.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (JRC Acquisition Corp), Agreement and Plan of Merger (HCH Acquisition Corp)
By-Laws. At the Effective TimeTime and without any further action on the part of the Company or Sub, the Byby-Laws laws of the Company, as in effect immediately prior to the Effective Time, Time shall be the Byby-Laws of the Surviving Corporation until thereafter amended in accordance with PBCL, the Articles of Incorporation laws of the Surviving Corporation and such By-Lawsthereafter may be amended or repealed in accordance with their terms or the articles of incorporation of the Surviving Corporation and as provided by Law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Marsh Supermarkets Inc)
By-Laws. At Effective Time, the The By-Laws of the Company, Company as in effect immediately prior to the Effective Time, Time shall be the By-Laws of the Surviving Corporation Company until thereafter changed or amended in accordance with PBCL, the Articles of Incorporation of as provided therein or as otherwise permitted or required by law or by the Surviving Corporation and such By-LawsCorporation's Certificate of Incorporation.
Appears in 1 contract
By-Laws. At the Effective Time, the By-Laws Bylaws of the Company, as in effect ------- immediately prior to the Effective Time, shall be the By-Laws Bylaws of the Surviving Corporation until thereafter amended in accordance with PBCLamended; provided, however, that immediately after the Articles of Incorporation Effective Time the Bylaws of the Surviving Corporation shall be amended and such By-Lawsrestated.
Appears in 1 contract
By-Laws. At Effective Time, the The By-Laws of the Company, as Company in effect immediately prior to at the ------- Effective Time, Time shall be the By-Laws of the Surviving Corporation Corporation, until thereafter duly amended in accordance with PBCL, the Articles of Incorporation of terms thereof and the Surviving Corporation and such By-LawsDGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dal Tile International Inc)
By-Laws. At Effective Time, the 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 in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-LawsCorporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Medalist Industries Inc)
By-Laws. At Effective Time, the The By-Laws of the Company, as Corporation in effect immediately prior to at the ------- Effective Time, Time shall be the By-Laws of the Surviving Corporation until thereafter duly amended in accordance with PBCL, the Articles of Incorporation of terms thereof and the Surviving Corporation and such By-LawsGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Century Maintenance Supply Inc)
By-Laws. At Effective Time, the ByThe by-Laws laws of the Company, Company as in effect immediately prior to the Effective Time, Time shall be the Byby-Laws laws of the Surviving Corporation until after the Effective Time, and thereafter may be amended in accordance with PBCL, their terms and as provided by the Articles certificate of Incorporation incorporation of the Surviving Corporation and such By-Lawsthe DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sodexho Alliance S A)
By-Laws. At Effective Time, the ByThe by-Laws laws of the Company, as in effect immediately ------- prior to the Effective Time shall be, at the Effective Time, shall be the Byby-Laws laws of the Surviving Corporation until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-Lawsamended.
Appears in 1 contract
Samples: Agreement and Plan Of (Esperion Therapeutics Inc/Mi)
By-Laws. At Effective Time, the The By-Laws of the Company, Corporation as in effect immediately prior to of the Effective Time, Time shall be the By-Laws of the Surviving Corporation after the Effective Time until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-Lawsduly amended.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Schick Technologies Inc)
By-Laws. At Effective Time, the The By-Laws laws of the Company, Company as in effect immediately prior to the Effective Time, Time shall be the By-Laws laws of the Surviving Corporation until thereafter duly amended in accordance with PBCL, their terms and as provided by the Articles Certificate of Incorporation of the Surviving Corporation and such By-Lawsthe FBCA.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Robotic Vision Systems Inc)
By-Laws. At From and after the Effective Time, the Company By-Laws of the Companylaws, as in effect immediately prior to the Effective Time, shall be constitute the By-Laws laws of the Surviving Corporation (the “Surviving Corporation By-laws”) until thereafter amended in accordance with PBCL, as provided therein or by the Articles of Incorporation of the Surviving Corporation and such By-LawsDGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (AccountAbilities, Inc.)
By-Laws. At the Effective Time, the Byby-Laws laws of the Company, Surviving Corporation shall be 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 in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-Laws.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ladenburg Thalmann Financial Services Inc.)
By-Laws. At the Effective Time, the By-Laws of the Company, Company as in effect immediately prior to the Effective Time, shall Time will be the By-Laws of the Surviving Corporation until thereafter amended in accordance with PBCL, the Articles of Incorporation of the Surviving Corporation and such By-LawsCorporation.
Appears in 1 contract
Samples: Recapitalization Agreement and Plan of Merger (Fedders Corp /De)
