Common use of The Certificate of Incorporation Clause in Contracts

The Certificate of Incorporation. 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 (the “Certificate of Incorporation”), until duly amended as provided therein or by Law (as defined in Section 5.1(i)). The name of the Surviving Corporation shall be “Raptor Health, Incorporated”.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Accredo Health Inc), Agreement and Plan of Merger (Medco Health Solutions Inc)

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The Certificate of Incorporation. 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 (the “Certificate of IncorporationCharter”), until thereafter duly amended as provided therein or by Law (applicable Law, except that Article 1 of the Charter shall be amended to read in its entirety as defined in Section 5.1(i)). follows: “The name of the Surviving Corporation shall be “Raptor Health, Incorporatedis KAYAK Software Corporation..

Appears in 2 contracts

Samples: Agreement and Plan of Merger (KAYAK Software Corp), Agreement and Plan of Merger (Priceline Com Inc)

The Certificate of Incorporation. 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 (the “Certificate of Incorporation”"Charter"), provided that the Charter shall be amended to change the name of the Surviving Corporation to the name of the Company, and as so amended, shall be the certificate of incorporation of the Surviving Corporation until duly amended as provided therein or by Law (as defined in Section 5.1(i)). The name of the Surviving Corporation shall be “Raptor Health, Incorporated”applicable law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Reliastar Financial Corp), Agreement and Plan of Merger (Ing Groep Nv)

The Certificate of Incorporation. The certificate of incorporation of Merger Sub as in effect immediately prior to the Effective Time shall shall, from and after the Effective Time, be the certificate of incorporation of the Surviving Corporation (the “Certificate of Incorporation”), until duly amended as provided therein or by Law (as defined in Section 5.1(i)). The applicable law; provided, however, that at the Effective Time, the certificate of incorporation of the Surviving Corporation shall be amended so that the name of the Surviving Corporation shall be “Raptor Health"Blaze Software, Incorporated”.Inc."

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Brokat Infosystems Ag), Agreement and Plan of Merger (Blaze Software Inc)

The Certificate of Incorporation. 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 (the “Certificate of Incorporation”"Charter"), until duly except that Article FIRST of the Charter shall be amended as provided therein or by Law (as defined in Section 5.1(i)). The to provide that the name of the Surviving Corporation shall be “Raptor Health, Incorporated”the name of the Company.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Merck & Co Inc), Agreement and Plan (Merck & Co Inc)

The Certificate of Incorporation. The 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 (the “Certificate of Incorporation”"Charter"), until duly thereafter amended as provided therein or by Law (as defined in applicable Law; provided that this Section 5.1(i2.1 is subject to compliance with Section 6.12(f)). The name of the Surviving Corporation shall be “Raptor Health, Incorporated”.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dun & Bradstreet Corp/Nw)

The Certificate of Incorporation. The certificate of incorporation of Merger Sub as in effect immediately prior to the Effective Time shall shall, from and after the Effective Time, be the certificate of incorporation of the Surviving Corporation (the “Certificate of Incorporation”), until duly amended as provided therein or by Law (as defined in Section 5.1(i)). The applicable law; provided, however, that the Certificate of Merger shall provide that, at the Effective Time, the certificate of incorporation of the Surviving Corporation shall be amended so that the name of the Surviving Corporation shall be “Raptor HealthHAHT Commerce, Incorporated”Inc., or such other name as designated by Parent prior to Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (GXS Corp)

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The Certificate of Incorporation. 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 (the “Certificate of Incorporation”"Charter"), until duly except that Article FIRST of the Charter shall be amended to read in its entirety as provided therein or by Law (as defined in Section 5.1(i)). follows: "The name of the Surviving Corporation shall be “Raptor Healthcorporation is SUGEN, Incorporated”.Inc."

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sugen Inc)

The Certificate of Incorporation. The 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 (the “Certificate of IncorporationCharter”), until duly thereafter amended as provided therein or by Law (as defined in applicable Law; provided that this Section 5.1(i2.1 is subject to compliance with Section 6.12(f)). The name of the Surviving Corporation shall be “Raptor Health, Incorporated”.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dun & Bradstreet Corp/Nw)

The Certificate of Incorporation. 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 (the “Certificate of Incorporation”"Charter"), until duly amended as provided therein or by Law (applicable law, except that Article 1 of the Charter shall be amended to read in its entirety as defined in Section 5.1(i)). follows: "The name of the Surviving Corporation shall be “Raptor Health, Incorporated”.is:

Appears in 1 contract

Samples: Voting Agreement (Comps Com Inc)

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