Other Effects. At the Effective Time: (a) the separate existence of Acquisition Corp. shall cease and Acquisition Corp. shall be merged with and into the Company, with the Company remaining as the surviving corporation (the "Surviving Corporation"); (b) the bylaws of Acquisition Corp. shall be the bylaws of the Surviving Corporation; (c) the certificate of incorporation of Acquisition Corp., as in effect immediately prior to the Effective Time, shall be the certificate of incorporation of the Surviving Corporation until the same shall be amended thereafter in accordance with the DGCL and such certificate of incorporation; provided, however, that Article First of the certificate of incorporation of the Surviving Corporation shall be amended to read as follows: "The name of the corporation is HealthVISION, Inc.;" (d) the directors and officers of Acquisition Corp. shall be the directors and officers of the Surviving Corporation; and (e) the Merger shall, from and after the Effective Time, have all of the effects provided by applicable law, including, without limitation, the effects provided for in Section 251 of the DGCL.
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Sources: Agreement and Plan of Reorganization (Transition Systems Inc)
Other Effects. At the Effective Time:
(a) the separate existence of Acquisition Corp. shall cease and Acquisition Corp. shall be merged with and into the CompanyEquipe, with the Company Equipe remaining as the surviving corporation (the "Surviving Corporation");
(b) the bylaws of Acquisition Corp. shall be the bylaws of the Surviving Corporation;
(c) the certificate articles of incorporation of Acquisition Corp., as in effect immediately prior to the Effective Time, shall be the certificate articles of incorporation of the Surviving Corporation until the same shall be amended thereafter in accordance with the DGCL California General Corporation Law and such certificate articles of incorporation; provided, however, that Article First of the certificate articles of incorporation of the Surviving Corporation shall be amended to read as follows: "The name of the corporation is HealthVISIONEquipe Technologies, Inc.";"
(d) the directors and officers of Acquisition Corp. shall be the directors and officers of the Surviving Corporation; and
(e) the Merger shall, from and after the Effective Time, have all of the effects provided by applicable law, including, without limitation, the effects provided for in Section 251 1107 of the DGCLCalifornia General Corporation Law.
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