Common use of Certificate of Incorporation and By Clause in Contracts

Certificate of Incorporation and By. LAWS OF THE SURVIVING CORPORATION. The Certificate of Incorporation of the Surviving Corporation shall be at and as of the Effective Time, the Certificate of Incorporation of Agency immediately prior to the Effective

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Agency Com LTD), Agreement and Plan of Merger (Agency Com LTD), Agreement and Plan of Merger (Agency Com LTD)

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Certificate of Incorporation and By. LAWS OF THE SURVIVING CORPORATION. The Certificate of Incorporation Laws of the Surviving Corporation shall be at and as of Corporation. (a) At the Effective Time, the Certificate of Incorporation of Agency the Company, as in effect immediately prior to the EffectiveEffective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended as provided by law and such Certificate of Incorporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Hub International LTD), Agreement and Plan of Merger (Hub International LTD), Agreement and Plan of Merger (Kaye Group Inc)

Certificate of Incorporation and By. LAWS OF THE SURVIVING CORPORATIONLaws of the Surviving Corporation. (a) The Certificate of Incorporation of the Company as in effect immediately prior to the Effective Time shall become the Certificate of Incorporation of the Surviving Corporation shall be at and as of after the Effective Time, the Certificate of Incorporation of Agency immediately prior to the Effectiveand thereafter may be amended as provided therein and as permitted by law and this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Universal Outdoor Holdings Inc), Agreement and Plan of Merger (Clear Channel Communications Inc)

Certificate of Incorporation and By. LAWS OF THE SURVIVING CORPORATIONlaws of the Surviving Corporation. The (a) At the Effective Time and without any further action on the part of the Company or Purchaser, the Certificate of Incorporation of the Company, as in effect at the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation shall be Corporation. (b) At the Effective Time and without further action on the part of the Company or Purchaser, the By-laws of the Company, as in effect at and as of the Effective Time, shall be the Certificate By-laws of Incorporation of Agency immediately prior to the EffectiveSurviving Corporation. 2.5

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bowne & Co Inc), Agreement and Plan of Merger (Bowne & Co Inc)

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Certificate of Incorporation and By. LAWS OF THE SURVIVING CORPORATION. The Certificate of Incorporation laws of the Surviving Corporation shall be at and as of Corporation. (a) At the Effective Time, the Certificate certificate of Incorporation incorporation of Agency the Company, as in effect immediately prior to the EffectiveEffective Time, shall be the certificate of incorporation of the Surviving Corporation until thereafter amended in accordance with the provisions thereof, this Agreement and applicable Law.

Appears in 1 contract

Samples: Agreement and Plan of Merger

Certificate of Incorporation and By. LAWS OF THE SURVIVING CORPORATIONLAWS. (a) The Certificate of Incorporation of the Company, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation shall be at and as of the Effective Time, the Certificate of Incorporation of Agency immediately prior to the Effectiveuntil thereafter amended in accordance with applicable law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Andal Corp)

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