Common use of Certificate of Incorporation; Bylaws; Charters and Codes of Conduct Clause in Contracts

Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Disclosure Schedule lists, and the Company has Made Available to Parent, accurate and complete copies of: (a) the charters of all committees of the Company’s board of directors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Nassda Corp), Merger Agreement (Synopsys Inc), Merger Agreement (Synopsys Inc)

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Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available delivered to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Disclosure Schedule Letter lists, and the Company has Made Available delivered to Parent, accurate and complete copies of: (a) the charters of all committees of the Company’s board of directors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (GoRemote Internet Communications, Inc.), Merger Agreement (Ipass Inc)

Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available made available to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Disclosure Schedule lists, and the The Company has Made Available made available to Parent, Parent accurate and complete copies of: (a) the charters of all committees of the Company’s board of directors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Avalon Pharmaceuticals Inc), Merger Agreement (Clinical Data Inc)

Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available delivered to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Company Disclosure Schedule lists, and the Company has Made Available delivered to Parent, accurate and complete copies of: (a) the charters of all committees of the Company’s board Board of directorsDirectors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Rae Systems Inc)

Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available delivered to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Disclosure Schedule lists, and the Company has Made Available delivered to Parent, accurate and complete copies of: (a) the charters of all committees of the Company’s 's board of directors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Virtgame Com Corp)

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Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available delivered to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Disclosure Schedule lists, and the Company has Made Available delivered to Parent, accurate and complete copies of: (a) the charters of all committees of the Company’s board of directors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Mikohn Gaming Corp)

Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available delivered to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Disclosure Schedule lists, and the Company has Made Available delivered to Parent, accurate and complete copies of: (a) the charters of all committees of the Company’s board Board of directorsDirectors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Rae Systems Inc)

Certificate of Incorporation; Bylaws; Charters and Codes of Conduct. The Company has Made Available to Parent accurate and complete copies of the certificate of incorporation, bylaws and other charter and organizational documents of the respective Acquired Corporations, including all amendments thereto. Part 2.2 of the Disclosure Schedule lists, and the Company has Made Available to Parent, accurate and complete copies of: (a) the charters of all committees of the Company’s 's board of directors; and (b) any code of conduct or similar policy adopted by any of the Acquired Corporations or by the board of directors, or any committee of the board of directors, of any of the Acquired Corporations, each as in effect on the date of this Agreement.

Appears in 1 contract

Samples: Merger Agreement (HPL Technologies Inc)

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