Examples of Effective Time of Merger I in a sentence
The Commission may determine that a need for service exists if there is a public health or safety threat or if the area’s growth patterns indicate that the area is likely to be developed for urban uses within five years provided it is designated for urban uses in the appropriate land use authority’s General Plan (§56133(c)).
Subject to the provisions of this Agreement, immediately following the Effective Time of Merger I, the parties shall file a certificate of merger to effect the Merger II (the “ Certificate of Merger II”), in such form as is required by, and executed and acknowledged in accordance with, the relevant provisions of the DGCL and DLLCA, and shall make all other filings and recordings required under the DGCL and DLLCA.
Huge challenge, make sure broader public (kayakers, boaters) are aware of issue.
Immediately following the Effective Time of Merger I, the parties shall file with the Secretary of State of the State of Delaware a properly executed certificate of merger for Merger II conforming to the requirements of the DGCL.
Until surrender for exchange in accordance with the provisions of Section 2.9, each certificate theretofore representing shares of Company Capital Stock shall from and after the Effective Time of Merger I represent for all purposes only the right to receive the Final Merger Consideration provided for in this Article II in exchange therefor, pursuant to the Allocation Schedule.
From and after the Effective Time of Merger I, holders of certificates representing shares of Company Capital Stock will cease to have any rights as stockholders of the Company.
For not less than six (6) years after the Effective Time of Merger I, unless otherwise required by applicable Law, the Organizational Documents of the Surviving Company and its Subsidiaries shall contain provisions no less favorable to the Covered Persons with respect to indemnification and advancement of expenses to, and exculpation of, directors, officers and employees than are set forth in the governing documents of the Company in effect on the date hereof.
From and after the Effective Time of Merger I, until successors are duly elected or appointed in accordance with applicable Law (or their earlier resignation or removal), the directors and officers of Merger Sub I at the Effective Time of Merger I shall be the directors and officers of the Surviving Company.
If the Developer desires to assign such payment(s), the Developer shall submit a completed, executed and notarized Assignment Form, the form of which is attached hereto as Exhibit 2.
At issue is whether plaintiffs’ failure to provide timely proof of their loss to their insurer prohibited them from deducting their loss under section 165(h)(5)(E) of the Code, which limits the availability of deduction of a loss covered by insurance if the taxpayer fails to “file a timely insurance claim with respect to such loss.” Claiming that plaintiffs’ conduct triggered this limitation, defendant has moved to dismiss their complaint under RCFC 12(b)(6).