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Bylaws of the ​
Bylaws of the ​ contract clause examples

Certificate of Incorporation and Bylaws. At the Effective Time, # the certificate of incorporation of Merger Sub as in effect immediately prior to the Effective Time shall be the certificate of incorporation of the Surviving Corporation until thereafter amended in accordance with the terms thereof or as provided by applicable Law, and # the bylaws of Merger Sub as in effect immediately prior to the Effective Time shall be the bylaws of the Surviving Corporation until thereafter amended in accordance with the terms thereof, the certificate of incorporation of the Surviving Corporation or as provided by applicable Law (and subject to [Section 7.6(b)]); provided, however, in each case, that the name of the corporation set forth therein shall be changed to the name of the Company.

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Certificate of Incorporation and Bylaws. The certificate of incorporation of Surviving Corporation as in effect immediately prior to the Effective Date shall be the certificate of incorporation of Surviving Corporation after consummation of the Merger. The Bylaws of Surviving Corporation as in effect immediately prior to the Effective Date shall be the Bylaws of Surviving Corporation after consummation of the Merger.

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At the Effective Time, the Certificate of Incorporation and Bylaws of Merger Sub shall become the Certificate of Incorporation and Bylaws of the Surviving Corporation, in each case, until thereafter supplemented or amended in accordance with its terms and the DGCL.

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Certificate of Incorporation and By-Laws of Surviving Company. From and after the Effective Time: # the Certificate of Incorporation (the “Certificate”) of HoldCo shall be the Certificate of the Surviving Corporation; # the By-Laws of the HoldCo (the “By-Laws”), shall be the By-Laws of the Surviving Corporation, and # the officers and members of the Board of Directors of HoldCo shall be the officers and members of the Board of Directors of the Surviving Corporation, unless and until removed, or until their respective terms of office shall have expired, in accordance with the Certificate and the By-Laws, as applicable.

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