Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco as in effect immediately prior to the Effective Time, until duly amended in accordance with the respective terms thereof and applicable law.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Privatebancorp, Inc), Agreement and Plan of Merger (Canadian Imperial Bank of Commerce /Can/), Agreement and Plan of Merger (Royal Bank of Canada)
Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate Certificate of incorporation Incorporation and bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco Bylaws, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation until duly thereafter amended in accordance with the respective terms thereof as provided therein or by applicable Law (and applicable lawsubject to Section 6.6 hereof).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Am-Source, LLC), Agreement and Plan of Merger (TransDigm Group INC)
Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and the bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco Parent, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and the bylaws of the Surviving Corporation until duly thereafter changed or amended in accordance with the respective terms thereof and as provided therein or by applicable law.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Woronoco Bancorp Inc), Agreement and Plan of Merger (Berkshire Hills Bancorp Inc)
Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco Purchaser, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation until duly thereafter amended in accordance with the respective terms thereof and as provided therein or by applicable lawLaw (but subject to Section 5.7).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Galderma Laboratories, Inc.), Agreement and Plan of Merger (Collagenex Pharmaceuticals Inc)
Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco Company, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation until duly thereafter amended in accordance with the respective terms thereof as provided therein or by applicable Law (and applicable lawsubject to Section 6.9 hereof).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Precision Castparts Corp), Agreement and Plan of Merger (Titanium Metals Corp)
Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco Company, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation until duly thereafter amended in accordance with the respective terms thereof as provided therein or by applicable Law (and applicable law.subject to Section 8.7 hereof). 2.5
Appears in 1 contract
Samples: Agreement and Plan of Merger (Schweitzer Mauduit International Inc)
Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco Company, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation and bylaws of the Surviving Corporation until duly thereafter amended in accordance with the respective terms thereof as provided therein or by applicable Law (and applicable lawsubject to Section 5.8 hereof).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Biosource International Inc)
Certificate of Incorporation and Bylaws of the Surviving Corporation. The certificate of incorporation and bylaws of the Surviving Corporation shall be the certificate of incorporation and bylaws of Holdco Company, as in effect immediately prior to the Effective Time, until duly shall be the certificate of incorporation and bylaws of the Surviving Corporation and shall immediately thereafter be amended to read in accordance with substantially the respective terms thereof form as the certificate of incorporation and applicable lawbylaws of Merger Sub.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Archipelago Learning, Inc.)
