Examples of Subsidiary Bylaws in a sentence
At the Effective Time, the Certificate of Incorporation of the Subsidiary (the "Subsidiary Certificate") and the Bylaws of the Subsidiary ("Subsidiary Bylaws") as in effect immediately prior to the Effective Time shall be the Certificate of Incorporation and the Bylaws of the Surviving Corporation.
In the event of any conflict or ambiguity between the provisions of this Agreement, on the one hand, and the provisions of any other Transaction Document (other than the Company Restated Bylaws or the Subsidiary Bylaws), on the other hand, the provisions of this Agreement will control.
Exhibit B Subsidiary Bylaws AMENDED AND RESTATED BY-LAWS OF UNISOURCE WORLDWIDE, INC.
The Company Restated Bylaws and Subsidiary Bylaws will have been duly adopted and shall be in full force and effect, except for the Subsidiary Bylaws that require approval of the SCT where the Company has filed for such approval in accordance with the provisions hereof.
None of the Investor, Uruguay, NII, the Company or their respective Subsidiaries will challenge in any court or before any other Governmental Authority the validity of all or any portion of the Company Restated Bylaws or the Subsidiary Bylaws.
As of the Closing, the Company has duly approved and adopted the Company Restated Bylaws, and each of the Company’s Subsidiaries have duly approved and adopted the respective Subsidiary Bylaws, each of which are valid and in full force and effect, except for the Subsidiary Bylaws that require approval of the SCT, all of which have been or will be filed with the SCT in accordance with the provisions hereof.
No approval from the holders of outstanding equity is required under the Company Memorandum, the Company Bye-laws, the Subsidiary Articles, or the Subsidiary Bylaws, the rules of the NYSE in connection with the issuance and sale of the Purchased Shares to the Purchasers or the filing of the Certificate of Designations and the Statement of Designation with the relevant registrar.
Such directors shall serve in accordance with the applicable Reorganized Subsidiary Certificate of Incorporation and applicable Reorganized Subsidiary By-laws, as the same may be amended from time to time.
CH Subsidiary shall have duly adopted bylaws in form and substance substantially similar to Exhibit G attached hereto (the “Subsidiary Bylaws”), and the Subsidiary Bylaws shall continue to be in full force and effect as of the Initial Closing and shall not have been further amended or modified.
At the Effective Time, the Articles of Incorporation of the Subsidiary (the "Subsidiary Articles") and the Bylaws of the Subsidiary ("Subsidiary Bylaws") as in effect immediately prior to the Effective Time shall be the Articles of Incorporation and the Bylaws of the Surviving Corporation.