Memorandum and Articles of Association of Surviving Company. At the Effective Time, in accordance with the Plan of Merger and without any further action on the part of the parties hereto, the Surviving Company will adopt the memorandum and articles of association of Merger Sub, as in effect immediately prior to the Effective Time, as the memorandum and articles of association of the Surviving Company until thereafter amended as provided by law or by such memorandum and articles of association; provided, however, that, at the Effective Time (i) all references to the name “Country Style Cooking Restaurant Chain Merger Company Limited” in the memorandum and articles of association of the Surviving Company shall be amended to “Country Style Cooking Restaurant Chain Co., Ltd.” and (ii) references therein to the authorized share capital of the Surviving Company shall be amended as necessary to correctly describe the authorized share capital of the Surviving Company as approved in the Plan of Merger and (iii) the memorandum and articles of association will contain provisions no less favorable with respect to exculpation, advancement of expenses and indemnification than are set forth in the memorandum and articles of association of the Company as in effect on the date hereof, as required by Section 6.05(a) hereof.
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Samples: Agreement and Plan of Merger (Country Style Cooking Restaurant Chain Co., Ltd.), Agreement and Plan of Merger (Country Style Cooking Restaurant Chain Co., Ltd.)
Memorandum and Articles of Association of Surviving Company. At the Effective Time, in accordance with the terms of the Plan of Merger and without any further action on the part of the parties heretoMerger, the Surviving Company will adopt the memorandum and articles of association of Merger Sub, as in effect immediately prior to the Effective Time, as the memorandum and articles of association of the Surviving Company until thereafter amended as provided by law or by and such memorandum and articles of association; provided, however, that, at the Effective Time Time, (i) all references therein to the name “Country Style Cooking Restaurant Chain Merger of the Surviving Company Limited” in (including Article I of the memorandum and articles of association of association) the Surviving Company shall be amended to “Country Style Cooking Restaurant Chain Co.KongZhong Corporation” , Ltd.” and (ii) references therein to the authorized share capital of the Surviving Company shall be amended as necessary to correctly describe the authorized share capital of the Surviving Company as approved in the Plan of Merger Merger, and (iii) the memorandum and articles of association of the Surviving Company will contain provisions no less favorable with respect to exculpation, advancement of expenses exculpation and indemnification than are set forth in the memorandum and articles of association of the Company as in effect on the date hereof, as required by Section 6.05(a) hereofof this Agreement.
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Memorandum and Articles of Association of Surviving Company. At the Effective Time, in accordance with the Plan of Merger and without any further action on the part of the parties hereto, the Surviving Company will adopt the memorandum and articles of association of Merger Sub, as in effect immediately prior to the Effective Time, as shall be the memorandum and articles of association of the Surviving Company until thereafter amended as provided by law or by Law and such memorandum and articles of association; provided, however, provided that, at the Effective Time Time, (ia) all references to the name “Country Style Cooking Restaurant Chain Merger Company Limited” in Article I of the memorandum of association of the Surviving Company shall be amended to read as follows: “The name of the Company is “WuXi PharmaTech (Cayman) Inc.” and the articles of association of the Surviving Company shall be amended to refer to the name of the Surviving Company as “Country Style Cooking Restaurant Chain Co., Ltd.WuXi PharmaTech (Cayman) Inc.,” and (iib) references therein to the authorized share capital of the Surviving Company shall be amended as necessary to correctly describe refer to the authorized share capital of the Surviving Company as approved in the Plan of Merger Merger, if necessary, and (iiic) the memorandum and articles of association of the Surviving Company will contain provisions no less favorable to the intended beneficiaries with respect to exculpation, exculpation and indemnification of liability and advancement of expenses and indemnification than are as set forth in the memorandum and articles of association of the Company as in effect on the date hereof, as required by in accordance with Section 6.05(a) hereof).
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Samples: Agreement and Plan of Merger (WuXi PharmaTech (Cayman) Inc.)
Memorandum and Articles of Association of Surviving Company. At the Effective Time, in accordance with the Plan of Merger and without any further action on the part of the parties hereto, the Surviving Company will adopt the memorandum and articles of association of Merger Sub, as in effect immediately prior to the Effective Time, as shall be the memorandum and articles of association of the Surviving Company until thereafter amended as provided by law or by and such memorandum and articles of association; provided, however, that, at the Effective Time Time, (ia) all references to the name “Country Style Cooking Restaurant Chain Merger Company Limited” in Article I of the memorandum and of association of the Surviving Company shall be amended to read as follows: “The name of the company is iKang Healthcare Group, Inc.”; (b) the articles of association of the Surviving Company shall be amended to refer to the name of the Surviving Company as “Country Style Cooking Restaurant Chain Co.iKang Healthcare Group, Ltd.Inc.” and (ii) if necessary, references therein to the authorized share capital of the Surviving Company shall be amended as necessary to correctly describe refer to the authorized share capital of the Surviving Company as approved provided in the Plan of Merger Merger; and (iiic) the memorandum and articles of association will contain shall include the provisions no less favorable with respect to exculpation, advancement of expenses and indemnification than are set forth in the memorandum and articles of association of the Company as in effect on the date hereof, as required by Section 6.05(a) hereof).
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Samples: Agreement and Plan of Merger (iKang Healthcare Group, Inc.)