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: Agreement and Plan of Merger (Flir Systems Inc), Agreement and Plan of Merger (Flir Systems Inc), Agreement and Plan of Merger (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: Agreement and Plan of Merger (Altra Industrial Motion Corp.), Agreement and Plan of Merger (Regal Rexnord 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: Agreement and Plan of Merger (Johnson & Johnson), Agreement and Plan of Merger (Omrix Biopharmaceuticals, Inc.)

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: Agreement and Plan of Merger (Amryt Pharma PLC), Agreement and Plan of Merger (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 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: Agreement and Plan of Merger (Western Digital Corp)

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: Agreement and Plan of Merger (Corporate Resource Services, Inc.)

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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: Agreement and Plan of Merger (Corporate Resource Services, Inc.)

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: Agreement and Plan of Merger (United Financial Corp \Mn\)

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: Agreement and Plan of Merger (Energy East Corp)

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