Surviving Corporations Clause Samples

Surviving Corporations. Both Buyer and the Company shall survive the reorganization herein contemplated and shall continue to be governed by the laws of their respective jurisdictions. The resulting parent corporation is the entity responsible for the rights of dissenting shareholders.

Surviving Corporations. Both corporate parties hereto shall survive the exchange and reorganization herein contemplated and shall continue to be governed by the laws of its place of incorporation and its constituent documents.

Surviving Corporations. 3 Systems..........................................................................................................65

Surviving Corporations. All three corporations shall survive the exchange and reorganization herein contemplated and shall continue to be governed by the laws of its respective jurisdiction of incorporation.

Surviving Corporations. Both Nevada Companies shall survive the Reorganization as indicated above, such that after Reorganization, Pinnacle Oil, Inc. shall be a wholly-owned subsidiary of Pinnacle Oil International, Inc.

Surviving Corporations. By virtue of the Merger to which it is a party and without any action on the part of the holder thereof, each common share, no par value, of each Acquisition Subsidiary issued and outstanding immediately prior to the Effective Time shall remain outstanding as a duly authorized, validly issued, fully paid and nonassessable common share, no par value, of the Surviving Corporation to such Merger, so that thereafter Apple Nine will be the sole and exclusive owner of the outstanding capital stock of each of the Surviving Corporations. 6. The reference to “such Company and any of its Subsidiaries” in Section 5.8(c) of the Merger Agreement is hereby deleted and replaced with “Apple Seven and any of its Subsidiaries or Apple Eight and any of its Subsidiaries, as the case may be,”. 7. Exhibit B to the Merger Agreement is hereby deleted in its entirety and a new Exhibit B, in the form attached hereto as Annex 1, is hereby attached to the Merger Agreement. 8. Exhibit C to the Merger Agreement is hereby deleted in its entirety and a new Exhibit C, in the form attached hereto as Annex 2, is hereby attached to the Merger Agreement. 9. Except as set forth in this Amendment, the Merger Agreement is hereby ratified and confirmed in all respects and shall continue in full force and effect according to its terms. From and after the effectiveness of this Amendment, all references to the “Agreement” in the Merger Agreement shall mean the Merger Agreement, as amended by this Amendment. 10. This Amendment may be executed in one or more counterparts, all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other parties.

Surviving Corporations. Both Companies shall survive the acquisition as indicated above, such that after acquisition, COACHING INSTITUTE shall be a majority owned subsidiary of LSI.

Surviving Corporations. The Articles of Incorporation and Bylaws of BOF as in effect immediately prior to the Effective Time shall remain unchanged by reason of the Merger and shall be the Articles of Incorporation and Bylaws of BOF as the surviving entity in the Merger. The directors and officers of BOF at the Effective Time of the Merger shall be the directors and officers of BOF as the surviving banking corporation in the Merger until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

Surviving Corporations. Both Companies shall survive the Reorganization as indicated above, such that after Reorganization, WAREVER shall be a majority- owned subsidiary of LSI.