Effective Time of Merger II shall have the meaning set forth in Section 1.2.
Effective Time of Merger II. Section 2.2 “ERISA” Section 4.10(a) “ERISA Affiliate” Section 4.10(a) “Exclusivity Period” Section 7.4 “Fairness Approval” Section 7.6
Effective Time of Merger II means the time at which a properly executed certificate of merger for Merger II conforming to the requirements of the DGCL is filed with the Secretary of State of the State of Delaware. Encumbrance. “Encumbrance” shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, option, right of first refusal, preemptive right or legal restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset, any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset), with the exception of any mechanics’ liens arising in the ordinary course of business and consistent with past practice, any lien for current taxes not yet due and payable and any lien or encumbrance against any landlord’s or owner’s interest in any leased property.
Examples of Effective Time of Merger II in a sentence
All representations and warranties made by Parent and Merger Subs, except for those in Sections 3.1, 3.3, 3.4, 3.5, 3.6 and 3.7(b), which shall survive until the first anniversary of the Closing, shall terminate and expire as of the Effective Time of Merger II, and any Liability of Parent, Merger Sub I or Merger Sub II with respect to such representations and warranties (except for those in Sections 3.1, 3.3, 3.4, 3.5, 3.6 and 64.
More Definitions of Effective Time of Merger II
Effective Time of Merger II means the time at which a properly executed certificate of merger for Merger II conforming to the requirements of the DGCL is filed with the Secretary of State of the State of Delaware.
Effective Time of Merger II means the time at which a properly executed agreement of merger effecting Merger II conforming to the requirements of the applicable provisions of California Law is filed with the Secretary of State of the State of California.
Effective Time of Merger II means the time at which a properly executed Agreement of Merger for Merger II conforming to the requirements of the CGCL and the LLC Act is filed with the Secretary of State of the State of California.
Effective Time of Merger II. Section 1.2 “EIRs” Section 2.10(c)