Common use of Charter and Bylaws; Directors and Officers Clause in Contracts

Charter and Bylaws; Directors and Officers. (a) At the Effective Time, the Certificate of Incorporation of the Company (the "Company Charter") shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law. The Bylaws of Acquiror in effect at the Effective Time will be adopted by, and will be the Bylaws of, the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Reid Clifford A), Agreement and Plan of Merger (Eloquent Inc)

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Charter and Bylaws; Directors and Officers. (a) At the Effective Time, the Certificate of Incorporation of the Company (the "Company Charter") ), as in effect at the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law. The At the Effective Time, the Bylaws of Acquiror Sub (the "Sub Bylaws") as in effect at immediately prior to the Effective Time will be adopted by, and will shall be the Bylaws of, of the Surviving Corporation until thereafter changed or amended as provided therein or by in accordance with applicable law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Voip Inc)

Charter and Bylaws; Directors and Officers. (a) At the Effective Time, the Certificate The certificate of Incorporation incorporation and bylaws of the Company (in effect at the "Company Charter") Effective Time shall be the Certificate certificate of Incorporation incorporation and bylaws of the Surviving Corporation Corporation, until thereafter changed or amended as provided therein or by applicable law. The Bylaws officers and directors of Acquiror in effect the Company at the Effective Time will be adopted byshall continue to be, and will be the Bylaws ofwithout further action, the officers and directors of the Surviving Corporation Corporation, until thereafter changed the earlier of their resignation or amended removal or until their respective successors are duly elected and qualified, as provided therein or by applicable lawthe case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Planetcad Inc)

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Charter and Bylaws; Directors and Officers. (a) At the Effective Time, the Certificate of Incorporation of the Company (the "Company Charter") shall be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable law. The At the Effective Time, the Bylaws of Acquiror the Company, as in effect at immediately prior to the Effective Time will be adopted byTime, and will shall be the Bylaws of, of the Surviving Corporation until thereafter changed or amended as provided therein or by applicable lawthe Company Charter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lowrance Electronics Inc)

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