Corporate Governance Documents. Except as set forth in Schedule 10.3: The Amended and Restated Certificate of Incorporation of the Company (the “Certificate of Incorporation”) filed with the Office of the Delaware Secretary of State on December 5, 2011, remains in full force and affect and has not been amended since the date of that filing. The Stockholders’ Agreement and the Investors’ Rights Agreement, including any amendments or supplements thereto, provided to the Lender prior to the date are true and complete copies of such agreements, which agreements remain in full force and effect.
Corporate Governance Documents. The Articles of Incorporation of Harveys Acq Corp, as in effect immediately prior to the Effective Time of the Merger, shall become the Articles of Incorporation of the Harveys Surviving Corporation after the Effective Time, except that such Articles of Incorporation shall be amended to provide that the name of the Harveys Surviving Corporation shall be "Harveys Casino Resorts," and thereafter may be amended in accordance with its terms and as provided by law. The By-laws of Harveys Acq Corp as in effect immediately prior to the Effective Time shall become the By-laws of the Harveys Surviving Corporation and thereafter may be amended in accordance with their terms and as provided by law.
Corporate Governance Documents. Seller's corporate seal, minute books, charter documents, corporate stock record books, and such other books and records as pertain to the organization, existence, or share capitalization of Seller, and duplicate copies of such records as are necessary to enable Seller to file its tax returns and reports as well as all other records or materials relating to Seller generally and not involving or relating to the Manufacturing Assets or the operation of the Manufacturing Operations;
Corporate Governance Documents. Seller shall have delivered to Buyer certified copies of resolutions of Seller's board of directors authorizing and approving Seller's entering into this Agreement and the transactions contemplated hereby by Seller.
Corporate Governance Documents. Schedule 2.25 contains a copy of the Articles of Incorporation and Bylaws of CFSI, the Bank, CMC and CRC (collectively, the "CFSI Entities"), in each case as amended to the date hereof. CFSI has provided CIBM such other documents relating to the authority of the CFSI Entities to conduct their businesses as CIBM has requested. All such documents are true, complete and correct copies of the original documents. The stock registers and minute books of the CFSI Entities to the extent they exist, access to which have been provided to CIBM, are complete and correct in all material respects and accurately reflect all meetings, consents and other actions of the organizers, incorporators, shareholders and stockholders (as the case may be), Board of Directors and committees of the Board of Directors of the CFSI Entities and all transactions in the capital stock of the CFSI Entities, occurring since their organization.
Corporate Governance Documents. Neither the Borrower nor any of its Subsidiaries shall amend its corporate governance documents in any manner materially disadvantageous to the Lender.
Corporate Governance Documents. The Purchaser shall have received copies of the Company's Articles of Incorporation, By-laws, and documents shall be executed at Closing for the Company to qualify to do business in the State of Texas and for the Articles of Incorporation of the Company to be amended in the State of Louisiana, and other agreements, instruments and indentures relating to the corporate governance of the Company.
Corporate Governance Documents. 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 after the Effective Time, and thereafter may be amended in accordance with its terms and as provided by applicable law; provided, however, that at the Effective Time, Article I of the Certificate of Incorporation of the Surviving Corporation shall be amended to reflect that the name of the Company shall be the name of the Surviving Corporation. The By-laws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the By-laws of the Surviving Corporation after the Effective Time, and thereafter may be amended in accordance with their terms and as provided by applicable law.
Corporate Governance Documents. The Company's Articles of Incorporation, By-laws and other agreements, instruments and indentures relating to the corporate governance of the Company (including, without limitation, voting trust agreements) shall be in substantially the form attached hereto as EXHIBIT F.
Corporate Governance Documents. (a) The certificate of incorporation of eMachines, as in effect immediately prior to the Effective Time, shall be the certificate of incorporation of the Surviving Corporation after the Effective Time, and thereafter may be amended in accordance with its terms and as provided by applicable law; provided, however, that at the Effective Time, Article I of the certificate of incorporation of the Surviving Corporation shall be amended to reflect that the name of eMachines shall be the name of the Surviving Corporation. The by-laws of eMachines, as in effect immediately prior to the Effective Time, shall be the by-laws of the Surviving Corporation after the Effective Time, and thereafter may be amended in accordance with their terms and as provided by applicable law.
(b) The certificate of formation of Merger Sub II, as in effect immediately prior to the Subsequent Merger Effective Time, shall be the certificate of formation of the Surviving Corporation after the Subsequent Merger Effective Time, and thereafter may be amended in accordance with its terms and as provided by applicable law;
