Common use of Domestication Clause in Contracts

Domestication. Subject to receipt of the DSAC Shareholder Approval, prior to the Effective Time, DSAC shall cause the Domestication to become effective, including by (a) filing with the Delaware Secretary of State a Certificate of Domestication with respect to the Domestication, together with the Certificate of Incorporation of Newco in substantially the form attached as Annex A hereto, in each case, in accordance with the provisions thereof and Applicable Law, (b) completing and making and procuring all those filings required to be made with the Cayman Islands Registrar of Companies in connection with the Domestication, and (c) obtaining a certificate of de-registration from the Cayman Islands Registrar of Companies. The Domestication shall become effective at the time when the Certificate of Domestication has been duly filed with the Secretary of State of the State of Delaware or at such later time as may be agreed by DSAC and the Company in writing and specified in the Certificate of Domestication (the “Domestication Effective Time”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Duddell Street Acquisition Corp.)

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Domestication. Subject to receipt of the DSAC VGAC Shareholder Approval, prior to the Effective Time, DSAC VGAC shall cause the Domestication to become effective, including by (a) filing with the Delaware Secretary of State a Certificate of Domestication with respect to the Domestication, together with the Certificate of Incorporation of Newco in substantially the form attached as Annex A hereto, in each case, in accordance with the provisions thereof and Applicable Law, (b) completing and making and procuring all those filings required to be made with the Cayman Islands Registrar of Companies in connection with the Domestication, and (c) obtaining a certificate of de-registration from the Cayman Islands Registrar of Companies. The Domestication shall become effective at the time when the Certificate of Domestication has been duly filed with the Secretary of State of the State of Delaware or at such later time as may be agreed by DSAC VGAC and the Company in writing and specified in the Certificate of Domestication (the “Domestication Effective Time”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (VG Acquisition Corp.)

Domestication. Subject to receipt of the DSAC LIVK Shareholder Approval, at least one day prior to the Effective TimeClosing Date, DSAC LIVK shall cause the Domestication to become effective, including by (a) filing with the Delaware Secretary of State a Certificate of Domestication with respect to the Domestication, together with the Surviving Pubco Certificate of Incorporation of Newco in substantially the form attached as Annex A heretoIncorporation, in each case, in accordance with the provisions thereof and Applicable Law, (b) completing and making and procuring all those filings required to be made with the Cayman Islands Registrar of Companies in connection with the Domestication, and (c) obtaining a certificate of de-registration from the Cayman Islands Registrar of Companies. The Domestication shall become effective at the time when the a Certificate of Domestication with respect thereto has been duly filed with the Secretary of State of the State of Delaware or at such later time as may be agreed by DSAC LIVK and the Company in writing and specified in the such Certificate of Domestication (the “Domestication Effective Time”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (LIV Capital Acquisition Corp.)

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Domestication. Subject to receipt of the DSAC Required SPAC Shareholder Approval, on the Closing Date and following the completion of the BCA Redemption Offer but prior to the Effective Time, DSAC SPAC shall cause the Domestication to become effective, including by (a) filing with the Delaware Secretary of State a certificate of domestication (the “Certificate of Domestication Domestication”) with respect to the Domestication, together with the Surviving PubCo Certificate of Incorporation of Newco in substantially the form attached as Annex A heretoIncorporation, in each case, in accordance with the provisions thereof and Applicable applicable Law, (b) completing and making and procuring all those filings required to be made with the Cayman Islands Registrar of Companies in connection with the Domestication, and (c) obtaining a certificate of de-registration from the Cayman Islands Registrar of Companies. The Domestication shall become effective at the time when the Certificate of Domestication has been duly filed with the Secretary of State of the State of Delaware or at such later time as may be agreed by DSAC SPAC and the Company in writing and specified in the Certificate of Domestication (the “Domestication Effective Time”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Swiftmerge Acquisition Corp.)

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