Merged Corporation Sample Clauses

Merged Corporation. Unless otherwise determined in accordance with applicable Law by Mergeco or its shareholders, the following provisions will apply:
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Merged Corporation. (a) The Articles of Incorporation and the Bylaws of the Company shall be the Certificate of Incorporation and Bylaws of Mergeco, with any amendments thereto, to be made in accordance with applicable law at the Effective Time, as may be necessary to give effect to this Agreement, including the following provisions (i) through (vii):
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Merged Corporation. (a) At the Effective Time, and by virtue of the Merger, the articles of incorporation of Mergeco shall be amended and restated in its entirety in a form to be agreed by the Parties prior to Closing, until thereafter amended in accordance with the provisions thereof and California Law. (b) At the Effective Time, and by virtue of the Merger, the bylaws of Mergeco shall be amended and restated in their entirety in a form to be agreed by the Parties prior to Closing, until thereafter amended in accordance with the provisions thereof, Xxxxxxx's articles of incorporation and California Law. (c) At the Effective Time, the directors and officers of Subco serving in such capacity immediately prior to the Effective Time shall be the directors of the Mergeco, until their respective successors are duly elected or appointed and qualified or until the earlier of their death, resignation or removal.
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Merged Corporation. Unless otherwise determined in accordance with Applicable Washington State Law by Surviving Co or its stockholders, the following provisions will apply:
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Merged Corporation. Any corporation into which the Trustee shall be merged or with which it shall be consolidated or any company resulting from any such merger or consolidation shall be a party hereto and shall be the Trustee under this Trust Deed without executing or filing any paper or document or any further act on the part of the parties thereto.
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Merged Corporation. Unless otherwise determined in accordance with Applicable Florida State Law by Surviving Co or its shareholders, the following provisions will apply:
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Related to Merged Corporation

  • The Surviving Corporation Section 3.01.

  • Surviving Corporation 1 Tax.........................................................................11

  • Officers and Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, and the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and by-laws of the Surviving Corporation, in each case until their respective successors are duly elected and qualified.

  • Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • Reporting Company/Shell Company The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

  • Directors of Surviving Corporation The directors of Merger Sub at the Effective Time shall, from and after the Effective Time, be the directors of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Charter and the Surviving By-Laws.

  • S Corporation The Company has not made an election to be taxed as an "S" corporation under Section 1362(a) of the Code.

  • Bylaws of the Surviving Corporation The Bylaws of Company, as in effect immediately prior to the Effective Time, will be the Bylaws of the Surviving Corporation until thereafter amended in accordance with applicable law.

  • Shell Company The Company is not, and was not in the past, an “ineligible issuer” (as defined in Rule 405 promulgated under the Securities Act).

  • Shell Company Status The Company is not, and has never been, an issuer identified in, or subject to, Rule 144(i).

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