Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copy of the Certificates of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its Certificate of Incorporation or By-Laws. Section 3.3
Appears in 2 contracts
Samples: Agreement and Plan of Merger (New Stat Healthcare Inc), Agreement and Plan of Merger (American Medical Response Inc)
Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copy copies of the Certificates of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws are of Parent each as currently in full force effect and of the Certificate of Incorporation and By-Laws of Merger Sub each as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or By-Laws. Section 3.3(c)
Appears in 2 contracts
Samples: Exhibit 99 (Medarex Inc), Term Page (Houston Biotechnology Inc)
Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copy of the Certificates its and Merger Sub's Certificate of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its Certificate of Incorporation or By-Laws. Section 3.3.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Netgain Development Inc)
Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copy of the Certificates its Certificate of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its Certificate of Incorporation or By-Laws. Section SECTION 3.3
Appears in 1 contract
Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copy of the Certificates of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its Certificate of Incorporation or By-Laws. Section 3.3.
Appears in 1 contract
Samples: Agreement and Plan of Merger (New Stat Healthcare Inc)
Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copy of the Certificates of Incorporation and By-Laws, as amended to date, of each of Parent and Merger Sub. Such Certificate of Incorporation and By-Laws are of Parent as currently in full force effect and of the Articles of Incorporation and By-Laws of Merger Sub as currently in effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its respective Certificate of Incorporation or Articles of Incorporation (as the case may be) or By-Laws. Section 3.3.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Medical Imaging Centers of America Inc)
Charter and By-Laws. Parent has heretofore furnished to the Company a complete and correct copy of the Certificates its Certificate of Incorporation and By-Laws, as amended to date, date and the Articles of each Incorporation and By-laws of Parent and Merger Sub, as amended to date. Such Certificate of Incorporation, Articles of Incorporation and By-Laws are in full force and effect. Neither Parent nor Merger Sub is in violation of any of the provisions of its Certificate of Incorporation charter or By-Laws. Section 3.3.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cytotherapeutics Inc/De)