Common use of Organizational Documents of the Surviving Company Clause in Contracts

Organizational Documents of the Surviving Company. (a) At the Effective Time, the Articles of Incorporation of the Surviving Company shall be the Amended and Restated Articles of Incorporation of the Company as existing immediately prior to the Effective Time, until thereafter amended as provided therein and by applicable law. (b) At the Effective Time, the Bylaws of the Surviving Company shall be the Amended and Restated Bylaws (the “Surviving Company Bylaws”) of the Company as existing immediately prior to the Effective Time, until thereafter amended as provided therein and by applicable law.

Appears in 3 contracts

Samples: Merger Agreement (American National Insurance Co), Merger Agreement (American National Group Inc), Merger Agreement (American National Insurance Co)

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Organizational Documents of the Surviving Company. (a) 1.3.1 At the Effective Time, the Articles amended and restated articles of Incorporation incorporation, as amended, of the Company, as in effect immediately prior to the Effective Time will be the articles of incorporation of the Surviving Company shall be (the Amended “Surviving Company Charter”) until thereafter amended in accordance with the Surviving Company Charter and Restated Articles as provided by applicable law. 1.3.2 At the Effective Time, the bylaws of Incorporation of the Company Merger Sub, as existing in effect immediately prior to the Effective Time, until thereafter amended as provided therein and by applicable law. (b) At shall be the Effective Time, the Bylaws bylaws of the Surviving Company shall be the Amended and Restated Bylaws (the “Surviving Company Bylaws”) of the Company as existing immediately prior to the Effective Time, until thereafter amended in accordance with the Surviving Company Charter and the Surviving Company Bylaws and as provided therein and by applicable law.

Appears in 1 contract

Samples: Merger Agreement (Biglari Holdings Inc.)

Organizational Documents of the Surviving Company. (a) At Immediately after the Effective Time, the Articles articles of Incorporation incorporation of the Surviving Company shall be the Amended amended and Restated Articles restated articles of Incorporation of the Company incorporation attached hereto as existing immediately prior to the Effective TimeExhibit A, until thereafter amended as provided therein and by applicable law. (b) At Immediately after the Effective Time, the Bylaws bylaws of the Surviving Company shall be the Amended amended and Restated Bylaws restated bylaws (the “Surviving Company Bylaws”) of the Company attached hereto as existing immediately prior to the Effective TimeExhibit B, until thereafter amended as provided therein and by applicable law.

Appears in 1 contract

Samples: Merger Agreement (National Western Life Insurance Co)

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Organizational Documents of the Surviving Company. (a) At the Effective Time, the Articles of Incorporation of the Surviving Company shall be the Amended and Restated Articles of Incorporation of the Company Company, as existing immediately prior to the Effective Time, until thereafter amended as provided therein and by applicable law. (b) At the Effective Time, the Bylaws of the Surviving Company shall be the Second Amended and Restated Bylaws (the “Surviving Company Bylaws”) of the Company as existing immediately prior to the Effective Time, until thereafter amended as provided therein and by applicable lawlaw (the “Surviving Company Bylaws”).

Appears in 1 contract

Samples: Merger Agreement (Unrivaled Brands, Inc.)

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