Applicable Corporate Law definition

Applicable Corporate Law means those statutes comprising the general corporation law of the jurisdiction in which the Corporation is incorporated, as amended from time to time.
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Applicable Corporate Law means the Pennsylvania Business Corporation Law of 1988, as amended.
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Applicable Corporate Law means the applicable corporate law for companies in the jurisdiction in which they were organized.
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Examples of Applicable Corporate Law in a sentence

  • Neither the rights of creditors nor any liens upon the property of the Company or Merger Sub shall be impaired by the Merger, and all debts, liabilities and duties of each of the Company and Merger Sub shall attach to the Surviving Corporation, and may be enforced against it to the same extent as if such debts, liabilities and duties had been incurred or contracted by it, all in accordance with the Applicable Corporate Law and the terms of this Agreement.

  • In addition to the actions set --------------------------- forth in Sections 1.5.1 and 1.5.2, the Parent, Merger Sub and the Company will take all actions necessary in accordance with the Applicable Corporate Law and their respective articles of incorporation and bylaws to cause the Merger to be consummated on, and subject to, the terms set forth in this Agreement and the Applicable Corporate Law.

  • In addition to the actions set forth in Sections 1.5.1 and 1.5.2, the Parent, Merger Sub and the Company will take all actions necessary in accordance with the Applicable Corporate Law and their respective articles of incorporation and bylaws to cause the Merger to be consummated on, and subject to, the terms set forth in this Agreement and the Applicable Corporate Law.

  • This Agreement shall be construed in accordance with the laws of the State of New Jersey, except that the Merger shall be governed by the Applicable Corporate Law.

  • Subject to the terms and conditions of this Agreement and in accordance with the Louisiana Business Corporation Law ("Applicable Corporate Law"), at the Effective Time (as defined in Section 1.3(c)) the Company shall be merged with and into the Merger Sub.

  • In the event that there is no Consummation Date and this Agreement terminates, VESTCOM and the Company hereby covenant and agree to do all things which counsel to VESTCOM or the COMPANY advise are required by the Applicable Corporate Law in order to rescind any merger or other actions effected by the advance filing of the Articles of Merger as described above.

  • In accordance with the requirements of ---------------------------- applicable law, appropriate Plan of Merger under the Applicable Corporate Law shall be prepared, executed and submitted for filing with the Secretary of State of the State of Arkansas immediately following and on the same day as the Closing (as defined below).

  • This Agreement shall be deemed to have been made in, and shall be governed by and construed in accordance with the substantive laws of, the Commonwealth of Pennsylvania, except to the extent that the Applicable Corporate Law or federal law specifically applies to the Merger and the transactions contemplated thereby.

  • Upon the terms and subject to the conditions set forth in Article VIII, and in accordance with Applicable Corporate Law, at the Effective Time (as defined in Section 1.02), the Company shall be merged with and into Merger Sub.

  • In accordance with the requirements of ---------------------------- applicable law, appropriate Articles of Merger under the Applicable Corporate Law shall be prepared, executed and submitted for filing with the Secretary of State of the State of Florida immediately following and on the same day as the Closing (as defined below).


More Definitions of Applicable Corporate Law

Applicable Corporate Law has the meaning given to it in Section 1.1.
Sample 1
Applicable Corporate Law means the Pennsylvania Business Corporation Law of 1988, as amended. “Average Closing Price” has the meaning given to it in Section 12.1(h).
Sample 1
Applicable Corporate Law shall have the meaning set forth in Section 1.1. "ARBITRATOR" shall have the meaning set forth in Section 6.6(b). "BENEFIT ARRANGEMENTS" shall have the meaning set forth in Section 2.26(a). "BOARD OF ARBITRATION" shall have the meaning set forth in Section 6.6(b). "CANCELLED SHARES" shall have the meaning set forth in Section 1.5(c)(i). "CERTIFICATE OF DESIGNATION" shall have the meaning set forth in Section 1.5(c)(iii). "CLOSING" shall have the meaning set forth in Section 1.3. "CLOSING DATE" shall have the meaning set forth in Section 1.3. "CODE" shall have the meaning set forth in Recital F. "CONTRACT" shall have the meaning set forth in Section 2.22(j). "CONTROL" shall have the meaning set forth in Section 2.20. "CONTROLLED COMPANY" shall have the meaning set forth in Section 2.26(a). "CONVERTED SHARE" shall have the meaning set forth in Section 1.5(c)(xi). "XXXXX DEBT" shall have the meaning set forth in Recital B. "XXXXX WARRANTS" shall have the meaning set forth in Section 1.5(c)(x). "CURRENT PARENT SEC DOCUMENTS" shall have the meaning set forth in preamble to Section 2. "DESIGNATED PLANS" shall have the meaning set forth in Section 2.26(a). "DISSENTING SHARES" shall have the meaning set forth in Section 1.9(a). "EFFECTIVE TIME" shall have the meaning set forth in Section 1.2. "ENVIRONMENTAL LAWS" shall have the meaning set forth in Section 2.27(c)(i). "ENVIRONMENTAL LIABILITIES" shall have the meaning set forth in Section 2.27(c)(ii). "EQUUS" shall have the meaning set forth in Recital C. "EQUUS DEBT" shall have the meaning set forth in Recital C. "EQUUS SETTLEMENT AGREEMENT" shall have the meaning set forth in Section 5.2(c). "EQUUS WARRANTS" shall have the meaning set forth in Recital C. "ERISA" shall have the meaning set forth in Section 2.26(a). "EXCHANGE ACT" shall have the meaning set forth in Section 1.12. "EXCHANGE AGENT" shall have the meaning set forth in Section 1.7(a). "HAZARDOUS SUBSTANCES" shall have the meaning set forth in Section 2.27(c)(iii). "INDEMNIFICATION ESCROW AGREEMENT" shall have the meaning set forth in Section 1.6(a). "INDEMNIFIED PARTY" shall have the meaning set forth in Section 6.4(a). "INDEMNIFYING PARTY" shall have the meaning set forth in Section 6.4(a). "INDEMNITY ESCROW" shall have the meaning set forth in Section 1.5(c)(ii). "IRS" shall have the meaning set forth in Section 2.26(c). "LATEST PARENT BALANCE SHEET" shall have the meaning set forth in Section 2.28. "LATEST PEI BALANCE SHEET" shall have the meaning ...
Sample 1
Applicable Corporate Law means the laws of the state whose corporate laws govern any particular request for indemnification. With respect to any claim for indemnification arising as a result of service as an officer or director of the Company, the Applicable Corporate Law shall be the laws of the State of Delaware. With respect to any claim for indemnification arising as a result of service as an officer or director of the Subsidiary, the Applicable Corporate Law shall be the laws of the State of North Carolina. In any case in which it is uncertain which state law is the Applicable Corporate Law, the laws of the state which provides the greatest rights to the Indemnitee shall govern.
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Related to Applicable Corporate Law

  • Foreign professional corporation means a professional corporation organized under laws other than the laws of this state.

  • Campus police officer means a school security officer designated by the board of education of any school district pursuant to K.S.A. 72-6146, and amendments thereto.

  • the applicable data protection law means the legislation protecting the fundamental rights and freedoms of individuals and, in particular, their right to privacy with respect to the processing of personal data applicable to a data controller in the Member State in which the data exporter is established;

  • Applicable School Finance Law means Chapters 48 and 49 of the TEXAS EDUCATION CODE, and other applicable provisions of the TEXAS EDUCATION CODE, the Texas Economic Development Act (Chapter 313 of the TEXAS TAX CODE); Chapter 403, Subchapter M, of the TEXAS GOVERNMENT CODE applicable to the District; and, the Constitution and general laws of the State applicable to the school districts of the State, including specifically, the applicable rules, regulations, and interpretations of the agencies of the State having jurisdiction over any matters relating to the public school systems and school districts of the State, and judicial decisions construing or interpreting any of the above. The term also includes any amendments or successor statutes that may be adopted in the future which impact or alter the calculation of the Applicant’s ad valorem tax obligation or the M&O Amount in Section 4.2 of this Agreement to the District, either with or without the limitation of property values made pursuant to this Agreement.

  • Applicable Data Protection Law means all data privacy or data protection laws or regulations globally that apply to the Processing of Personal Information under this Data Processing Agreement, which may include Applicable European Data Protection Law.

  • Reasonable assurance means a high degree of confidence that submitted data and statements are valid.

  • Sponsored captive insurance company means a captive insurance company:

  • Professional corporation means a corporation incorporated under former 1962 PA 192, or a corporation incorporated under this act and governed by chapter 2A.

  • Applicable Data Protection Laws means all national, international and local laws, regulations and rules by any government, agency or authority relating to data protection and privacy which are applicable to CPA Global or the Customer, including but not limited to The General Data Protection Regulation (Regulation (EU) 2016/679), (GDPR);

  • Free appropriate public education means special education and related services that:

  • Adopt a comprehensive land use plan means to enact a new

  • Credit accident and health insurance means insurance on a debtor to provide

  • Applicable State Law For purposes of Section 9.12(d), the Applicable State Law shall be (a) the law of the State of New York and (b) such other state law whose applicability shall have been brought to the attention of the Securities Administrator and the Trustee by either (i) an Opinion of Counsel reasonably acceptable to the Securities Administrator and the Trustee delivered to it by the Master Servicer or the Depositor, or (ii) written notice from the appropriate taxing authority as to the applicability of such state law.

  • Participating Certified Nurse Practitioner means a Certified Nurse Practitioner who has a written agreement with the Claim Administrator or another Blue Cross and/or Blue Shield Plan to provide services to you at the time services are rendered.

  • Applicable codes means uniform building, fire, electrical,

  • Delaware General Corporation Law means the Delaware General Corporation Law, 8 Del. C.ss.100, et. seq., as amended from time to time.

  • Insurance holding company system means a group of two or more affiliated persons, at least one of whom is an insurer.

  • QUALIFIED MUNICIPAL CORPORATION means a municipal corporation that, by resolution or ordinance adopted on or before December 31, 2011, adopted Ohio adjusted gross income, as defined by section 5747.01 of the Ohio Revised Code, as the income subject to tax for the purposes of imposing a municipal income tax.

  • long-term insurance business means the business of providing or undertaking to provide policy benefits under long-term policies, but does not include -

  • Environmental and Social Management Plan or “ESMP” means a site-specific environmental and social management plan to be prepared in accordance with the parameters laid down in the ESMF and acceptable to the Association, setting forth a set of mitigation, monitoring, and institutional measures to be taken during the implementation and operation of the Project activities to eliminate adverse environmental and social impacts, offset them, or reduce them to acceptable levels, and including the actions needed to implement these measures.

  • Statewide popular election means a general election in which

  • Public Finance Management Act ’ means the Public Finance Management Act, 1999 (Act No. 1 of 1999);

  • Applicable Wages means the basic straight time wages for all hours worked, including:

  • Municipal Finance Management Act means the Local Government: Municipal Finance Management Act, 2003 (Act No. 56 of 2003);

  • Self-Administration of Medication means the individual manages and takes his or her own medication, identifies his or her medication and the times and methods of administration, places the medication internally in or externally on his or her own body without staff assistance upon written order of a physician, and safely maintains the medication without supervision.

  • General Corporation Law means the General Corporation Law of the State of Delaware, as amended from time to time.