Common use of Certificate of Incorporation and Bylaws of the Surviving Corporation Clause in Contracts

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., until thereafter amended as provided by Law, and by such certificate of incorporation and bylaws.

Appears in 3 contracts

Samples: Merger Agreement (Flir Systems Inc), Merger Agreement (Flir Systems Inc), Merger Agreement (Icx Technologies Inc)

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Certificate of Incorporation and Bylaws of the Surviving Corporation. The At the Effective Time, the certificate of incorporation and bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving CorporationCorporation until thereafter amended or restated as provided therein or by applicable Law (and, in each case, subject to Section 5.06 hereof), except as to that the name of the Surviving Corporation, which Corporation shall be ICx Technologies, Inc., until thereafter amended as provided by Law, and by such certificate of incorporation and bylaws.“Altra Industrial Motion Corp.”

Appears in 2 contracts

Samples: Merger Agreement (Regal Rexnord Corp), Merger Agreement (Altra Industrial Motion Corp.)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx TechnologiesOmrix Biopharmaceuticals, Inc., until thereafter amended as provided by Law, and by such certificate of incorporation and bylaws.

Appears in 2 contracts

Samples: Merger Agreement (Omrix Biopharmaceuticals, Inc.), Merger Agreement (Johnson & Johnson)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The Subject to the rights set forth in Section 7.13, the certificate of incorporation and bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws bylaws, respectively, of the Surviving Corporation, except as to Corporation from and after the name of the Surviving Corporation, which shall be ICx Technologies, Inc., Effective Time until thereafter amended as provided therein or by Applicable Law, and by such certificate of incorporation and bylaws.

Appears in 2 contracts

Samples: Merger Agreement (Amryt Pharma PLC), Merger Agreement (Chiasma, Inc)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of Merger Sub, as in effect immediately prior to At the Effective Time, shall be and without any further action on the part of the Company or Merger Sub, the certificate of incorporation and bylaws of Merger Sub shall become the certificate of incorporation of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., Corporation until thereafter amended in accordance with its terms and as provided by Law, and by such certificate of incorporation and bylawslaw.

Appears in 1 contract

Samples: Merger Agreement (Vickers Vantage Corp. I)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Merger Sub, Subsidiary as in effect immediately prior to the Effective Time, Time shall be the certificate of incorporation and of the Surviving Corporation. The bylaws of the Merger Subsidiary as in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., until thereafter amended as provided by Law, and by such certificate of incorporation and bylaws.

Appears in 1 contract

Samples: Merger Agreement (Corporate Resource Services, Inc.)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws the by-laws of Merger Sub, Sub as in effect immediately prior to the Effective Time, Time shall be the certificate of incorporation and bylaws the by-laws of the Surviving Corporation, except as until amended in accordance with applicable Law (subject to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., until thereafter amended as provided by Law, and by such certificate of incorporation and bylawsSection 6.06(a)).

Appears in 1 contract

Samples: Merger Agreement (Compass Group Diversified Holdings LLC)

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Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation of the Surviving Corporation (as set forth in Exhibit A) until thereafter amended in accordance with applicable Law and as provided in such certificate of incorporation. The bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the bylaws of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., Corporation until thereafter amended in accordance with applicable Law and as provided by Law, and by in such certificate of incorporation and bylaws.

Appears in 1 contract

Samples: Merger Agreement (Western Digital Corp)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., Corporation until thereafter amended as provided therein or by Law, applicable Law (and by such certificate of incorporation and bylawssubject to Section 4.9).

Appears in 1 contract

Samples: Merger Agreement (Energy East Corp)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and the bylaws of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., Corporation until thereafter changed or amended as provided therein or by Law, and by such certificate of incorporation and bylawsapplicable law.

Appears in 1 contract

Samples: Merger Agreement (United Financial Corp \Mn\)

Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Merger Sub, Subsidiary as in effect immediately prior to the Effective Time, Time shall be the certificate of incorporation and of the Surviving Company. The bylaws of the Merger Subsidiary as in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation, except as to the name of the Surviving Corporation, which shall be ICx Technologies, Inc., until thereafter amended as provided by Law, and by such certificate of incorporation and bylaws.

Appears in 1 contract

Samples: Merger Agreement (Corporate Resource Services, Inc.)

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