Common use of Certificate of Incorporation of the Surviving Corporation Clause in Contracts

Certificate of Incorporation of the Surviving Corporation. At the Effective Time, the certificate of incorporation of Merger Sub attached hereto as Exhibit A (the “Merger Sub Charter”) will be the certificate of incorporation of the Surviving Corporation until thereafter amended in accordance with applicable Law, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exult, Inc.”

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Exult Inc), Agreement and Plan of Merger (Hewitt Associates Inc)

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Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (the “Merger Sub Charter”) will ), as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe GCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exultshall be Legato Systems, Inc.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Emc Corp), Agreement and Plan of Merger (Legato Systems Inc)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (the "Merger Sub Charter”) will "), as in effect immediately prior to the Effective Time, subject to the provisions of Section 6.11, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe DGCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exultshall be "VISX, Inc.”Incorporated."

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Visx Inc), Agreement and Plan of Merger (Advanced Medical Optics Inc)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (the "Merger Sub Charter”) will "), as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe GCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exultshall be "Documentum, Inc."

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Documentum Inc), Agreement and Plan of Merger (Emc Corp)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (the “Merger Sub Charter”) will ), as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe GCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exult, Inc.”shall be Captiva Software Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Captiva Software Corp), Agreement and Plan of Merger (Emc Corp)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (the “Merger Sub Charter”) will ), as in effect immediately prior to the Effective Time, subject to the provisions of Section 6.10, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe DGCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to shall be Exult, Inc.IntraLase Corp.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Intralase Corp), Agreement and Plan of Merger (Advanced Medical Optics Inc)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (the “Merger Sub Charter”) will "MERGER SUB CHARTER"), as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter amended in accordance with applicable Law, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exult, Inc.”Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cdknet Com Inc)

Certificate of Incorporation of the Surviving Corporation. At the Effective TimeTime and without any further action on the part of the Company or Merger Sub, the certificate of incorporation of Merger Sub attached hereto Sub, as Exhibit A (in effect immediately prior to the “Merger Sub Charter”) will Effective Time, shall be the certificate of incorporation of the Surviving Corporation as of the Effective Time, until thereafter duly amended in accordance with applicable Law, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exult, Inc.”.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Wesco International Inc)

Certificate of Incorporation of the Surviving Corporation. At Immediately following the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto Sub, as in effect immediately prior to the Effective Time, shall be restated as set forth in Exhibit A (and as so amended and restated shall thereafter continue in full force and effect as the “Merger Sub Charter”) will be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter further amended in accordance with applicable Law, except that such certificate of incorporation will be amended to change or restated as provided therein and under the name of the Surviving Corporation to “Exult, Inc.”DGCL.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Checkfree Corp \Ga\)

Certificate of Incorporation of the Surviving Corporation. At the Effective Time, the certificate The Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (in effect immediately prior to the “Merger Sub Charter”) will Effective Time shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation until thereafter duly amended in accordance with its terms and applicable Law, except that such certificate of incorporation will be amended to change the name of Merger Sub as set forth in the Surviving Corporation Certificate of Incorporation shall be changed to “Exult, Inc.”AIL Technologies Inc. at the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Edo Corp)

Certificate of Incorporation of the Surviving Corporation. At the Effective Time, the The certificate of incorporation of Merger Sub attached hereto Sub, as Exhibit A (in effect immediately prior to the “Merger Sub Charter”Effective Time and subject to Section 9.2(a) will hereof, shall be the certificate of incorporation of the Surviving Corporation from and after the Effective Time and until thereafter amended in accordance with applicable Lawas provided by law; provided, except however, that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exult, be provided in its certificate of incorporation shall be "CMP Media Inc."

Appears in 1 contract

Samples: Agreement and Plan of Merger (MFW Acquisition Corp)

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Certificate of Incorporation of the Surviving Corporation. At the Effective Time, the certificate of incorporation of Merger Sub attached hereto as Exhibit A (in effect immediately prior to the “Merger Sub Charter”) will Effective Time shall be the certificate of incorporation of the Surviving Corporation Corporation, except that references to Merger Sub’s name shall be replaced with references to the Surviving Corporation’s name (the “Charter”), until thereafter amended as provided therein or as provided by applicable Law and consistent with the obligations set forth in accordance with applicable Law, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exult, Inc.”Section 6.11.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eargo, Inc.)

Certificate of Incorporation of the Surviving Corporation. At (a) From and after the Effective Time, the certificate of incorporation of Merger Sub attached hereto as Exhibit A (the “Merger Sub Charter”) will be the certificate of incorporation of the Surviving Corporation Time and until thereafter further amended in accordance with applicable Law, except 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 provided, that such certificate Certificate of incorporation will Incorporation shall be amended to change reflect that the name of the Surviving Corporation to shall be Exult, Inc.Super Apps Holdings Sdn. Bhd.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Technology & Telecommunication Acquisition Corp)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto Sub, as Exhibit A (in effect immediately prior to the “Merger Sub Charter”) will Effective Time and with provisions to be mutually agreed upon by the parties, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Law, except that such certificate of incorporation will be amended to change the DGCL. The name of the Surviving Corporation shall be mutually agreed upon by the parties in writing prior to “Exult, Inc.”the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Convera Corp)

Certificate of Incorporation of the Surviving Corporation. At the Effective Time, the certificate of incorporation of Merger Sub attached hereto as Exhibit A (the "Merger Sub Charter") will be the certificate of incorporation of the Surviving Corporation until thereafter amended in accordance with applicable Law, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to "Exult, Inc."

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hewitt Associates Inc)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto Sub, as Exhibit A (in effect immediately prior to the “Merger Sub Charter”) will Effective Time shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe DGCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exultshall be "GT Equipment Technologies, Inc."

Appears in 1 contract

Samples: Agreement and Plan of Merger (GT Solar International, Inc.)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate Certificate of incorporation Incorporation of Merger Sub attached hereto as Exhibit A (the "Merger Sub Charter”) will "), as in effect immediately prior to the Effective Time, shall be the certificate Certificate of incorporation Incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe DGCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to “Exult, Inc.”shall be Data General Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Data General Corp)

Certificate of Incorporation of the Surviving Corporation. At and after the Effective Time, the certificate of incorporation of Merger Sub attached hereto Sub, as Exhibit A (in effect immediately prior to the “Merger Sub Charter”) will Effective Time, shall be the certificate of incorporation of the Surviving Corporation Corporation, until thereafter amended in accordance with applicable Lawthe DGCL, except that such certificate of incorporation will be amended to change the name of the Surviving Corporation to shall be ExultALPS Holdings, Inc.”

Appears in 1 contract

Samples: Merger Agreement (DST Systems Inc)

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