Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety as set forth on Exhibit G attached hereto, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Desktop Metal, Inc.), Agreement and Plan of Merger (Trine Acquisition Corp.)
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety as set forth on Exhibit G D attached hereto, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mosaic Acquisition Corp.), Agreement and Plan of Merger (APX Group Holdings, Inc.)
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety as set forth on Exhibit G C attached hereto, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Graf Industrial Corp.), Agreement and Plan of Merger (Acamar Partners Acquisition Corp.)
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation and bylaws of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its their entirety to read the same as set forth on Exhibit G attached hereto, and as so amended, shall be the certificate of incorporation and bylaws of Merger Sub, respectively, as in effect immediately prior to the Surviving CompanyEffective Time, until thereafter supplemented or amended in accordance with its their respective terms and the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Osprey Technology Acquisition Corp.)
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety as set forth on Exhibit G H attached hereto, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (AeroClean Technologies, Inc.)
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety as set forth on Exhibit G attached heretoin the Certificate of Merger, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Experience Investment Corp.)
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety to read the same as set forth on Exhibit G attached heretothe certificate of incorporation of the Merger Sub, as in effect immediately prior to the Effective Time, except that the name of the Surviving Company shall be “NKGen Operating Biotech, Inc.”, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Graf Acquisition Corp. IV)
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety to read the same as set forth on Exhibit G attached heretothe certificate of incorporation of Merger Sub as in effect immediately prior to the Effective Time, except that the name of the Surviving Company shall be “Topgolf International, Inc.” and references to the incorporator shall be deleted, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 1 contract
Certificate of Incorporation and Bylaws of the Surviving Company. (a) At the Effective Time, the certificate of incorporation of the Company, as in effect immediately prior to the Effective Time, shall be amended and restated in its entirety as set forth on Exhibit G B attached hereto, and as so amended, shall be the certificate of incorporation of the Surviving Company, until thereafter supplemented or amended in accordance with its terms and the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Churchill Capital Corp II)
