Certificate of Incorporation and By. laws of the Surviving Corporation. The certificate of incorporation of the Company shall be amended as of the Effective Time to read in its entirety like the certificate of incorporation of Sub except that Article First of such certificate of incorporation shall read in its entirety as follows: "The name of the Corporation is Xxxxxxx Xxxxx Xxxxxx Holdings Inc." and, as amended, such certificate of incorporation shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law. The by-laws of Sub, as in effect immediately prior to the Effective Time, shall become the by-laws of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law.
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Samples: Merger Agreement (Travelers Group Inc), Merger Agreement (Salomon Inc)
Certificate of Incorporation and By. laws LAWS OF THE SURVIVING CORPORATION. Pursuant to the Merger, the Certificate of the Surviving Corporation. The certificate of incorporation of the Company shall be amended as of the Effective Time to read in its entirety like the certificate of incorporation of Sub except that Article First of such certificate of incorporation shall read in its entirety as follows: "The name of the Corporation is Xxxxxxx Xxxxx Xxxxxx Holdings Inc." and, as amended, such certificate of incorporation shall be the certificate of incorporation Incorporation of the Surviving Corporation shall be the Certificate of Incorporation of Merger Sub in effect immediately prior to the Effective Time, until thereafter changed or amended as provided therein or by applicable law. , except that as of the Effective Time, Article I of such Certificate of Incorporation shall be amended to read as follows: "The byname of the Corporation is The Xxxxxx Xxx Company, Inc." The By-laws of Sub, as the Surviving Corporation shall be the By-laws of Merger Sub in effect immediately prior to the Effective Time, shall become the by-laws of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law.
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Samples: Merger Agreement (Three Cities Fund Ii Lp), Agreement and Plan of Merger (Three Cities Fund Ii Lp)
Certificate of Incorporation and By. laws of the Surviving Corporation. .
(a) The certificate of incorporation of the Company Company, as in effect immediately prior to the Effective Time, shall be amended as in the Merger to be in the form of the Effective Time to read in its entirety like the certificate of incorporation of Sub except that Article First of such certificate of incorporation shall read in its entirety as follows: "The name of the Corporation is Xxxxxxx Xxxxx Xxxxxx Holdings Inc." Exhibit A hereto and, as so amended, such certificate of incorporation shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law. The Law.
(b) At the Effective Time and without any further action on the part of the Company and Merger Sub, the by-laws of Sub, Merger Sub as in effect immediately prior to the Effective Time, Time shall become be the by-laws of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable lawLaw.
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Certificate of Incorporation and By. laws of the Surviving CorporationLAWS OF THE SURVIVING CORPORATION. The certificate of incorporation of Sub, as in effect immediately prior to the Company Effective Time, shall be amended as of the Effective Time to read in its entirety like the certificate of incorporation of Sub except so that Article First of such certificate of incorporation shall read reads in its entirety as follows: "The name of the Corporation is Xxxxxxx Xxxxx Xxxxxx Holdings 'The Sports Authority, Inc.'" and, as so amended, such certificate of incorporation shall be the certificate of incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law. The by-laws of Sub, as in effect immediately prior to the Effective Time, shall become be the by-laws of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law.
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