Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases to
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Unison Software Inc), Agreement and Plan of Merger (International Business Machines Corp)
Certificate of Incorporation and By-Laws. (a) The Certificate certificate of Incorporation incorporation of Sub, as in effect immediately prior to the Effective Time, Time shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases to.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Integration Inc), Agreement and Plan of Merger (Razorfish Inc)
Certificate of Incorporation and By-Laws. (a) The Certificate certificate of Incorporation incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable lawApplicable Law, subject except that the name of the Surviving Corporation in all cases tosuch Certificate of Incorporation shall be changed to "TheraSense, Inc.".
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Therasense Inc), Agreement and Plan of Merger (Therasense Inc)
Certificate of Incorporation and By-Laws. (a) The Certificate certificate of Incorporation incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases to.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mp3 Com Inc), Agreement and Plan of Merger (Vivendi)
Certificate of Incorporation and By-Laws. (a) The Certificate certificate of Incorporation ---------------------------------------- incorporation and by-laws of Sub, the Sub as in effect immediately prior to at the Effective Time, Time shall be the Certificate certificate of Incorporation incorporation and by-laws of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases to.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Netframe Systems Inc), Agreement and Plan of Merger (Micron Technology Inc)
Certificate of Incorporation and By-Laws. (a) The Certificate certificate of Incorporation incorporation of Sub, the Sub as in effect immediately prior to the Effective Time, Time shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases to.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fidelity National Financial Inc /De/)
Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable lawLaw, subject in all cases toexcept that Article First of the Certificate of Incorporation of Merger Sub shall be amended to change the name of Merger Sub as directed by Parent.
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Certificate of Incorporation and By-Laws. (a) The ---------------------------------------- Certificate of Incorporation of Sub, Sub as in effect immediately prior to at the Effective Time, Time of the Merger shall be the Certificate of Incorporation of the Surviving Corporation Corporation, until thereafter changed or amended as provided therein or by applicable law, subject in all cases toamended.
Appears in 1 contract
Samples: Mediconsult Com Inc
Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, law (subject in all cases toto Section 5.07), except that the name of the Surviving Corporation in such Certificate of Incorporation will be changed to be "Biopsys Medical, Inc.".
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Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Sub, Sub as in effect immediately prior to the Effective Time, Time shall be the Certificate initial certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases toCorporation.
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Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation after the Effective Time until thereafter changed or amended as provided therein or by applicable law, subject in all cases toLaw.
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Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation after the Effective Time, until thereafter changed or duly amended as provided therein or by applicable law, subject in all cases toaccordance with its terms and the DGCL.
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Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Sub, the Surviving Corporation shall be the Certificate of Incorporation of the Sub as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation Time until thereafter changed or amended as provided therein or by applicable law, subject in all cases toLaw.
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Samples: WRC Media Inc
Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein in the Certificate of Incorporation of the Surviving Corporation, or by applicable law, law (subject in all cases toto Section 5.4), except that the name of the Surviving Corporation in such Certificate of Incorporation will be changed to be "Terra, Inc."
Appears in 1 contract
Samples: Agreement and Plan of Merger (Interwave Communications International LTD)
Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases toto Section 5.07, except that the name of the Surviving Corporation in such Certificate of Incorporation will be changed to be "Gynecare, Inc.".
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Certificate of Incorporation and By-Laws. (a) The Certificate certificate of Incorporation incorporation of Sub, Sub as in effect immediately prior to the Effective Time, Time shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation (except that such certificate of incorporation shall be amended at the Effective Time to provide that the name of the Surviving Corporation shall be "HACH COMPANY"), until thereafter changed or amended as provided therein or by applicable law, subject in all cases to.
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Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation of Sub, as in effect immediately prior to the Effective TimeTime of the Merger, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases to.
Appears in 1 contract
Certificate of Incorporation and By-Laws. (a) The Certificate ---------------------------------------- certificate of Incorporation incorporation of Sub, as in effect immediately prior to the Effective Time, Time shall be the Certificate certificate of Incorporation incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law, subject in all cases to.
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Certificate of Incorporation and By-Laws. (a) The Certificate of Incorporation and By-laws of Sub, as Sub in effect immediately prior to the Effective Time, Time shall be the Certificate of Incorporation and By-laws of the Surviving Corporation Corporation, until thereafter changed or amended as provided therein or by in accordance with applicable law, subject in all cases to.
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