Parent Charter Amendment. The Parent Charter Amendment shall have been duly filed with the Secretary of State of the State of Delaware.
Parent Charter Amendment. Immediately prior to the Effective Time, Parent will file the Parent Charter Amendment with the Secretary of State of the State of Delaware to become effective immediately prior to the Effective Time.
Parent Charter Amendment. Prior to the Effective Time, and subject to obtaining the Parent Stockholder Approvals, Parent shall file with the Secretary of State of the State of Delaware the Parent Charter Amendment.
Parent Charter Amendment. The Parent Charter Amendment shall have been duly filed with the Secretary of State.
Parent Charter Amendment. (a) As promptly as practicable after the date hereof, Parent, Company and NPTest Holding shall negotiate in good faith to reach agreement on the form of Parent Non-Voting Convertible Stock Certificate of Designations, which shall include (i) the terms and conditions described in the definition of Parent Non-Voting Convertible Stock and (ii) other mutually acceptable and customary terms and conditions.
Parent Charter Amendment. At the Closing, Parent shall execute and file a certificate of amendment to its certificate of incorporation designating the powers, preferences, limitations and relative rights of the Parent Series B Stock. Such certificate of amendment shall be substantially in the form of Exhibit 5.10.
Parent Charter Amendment. No less than five (5) Business Days prior to the earlier to occur of the Company Stockholder Meeting and the Parent Stockholder Meeting, Parent shall take all action necessary to duly amend its charter to effect an increase in its authorized Parent Common Stock to a number of shares that is at least sufficient to effect the Parent Stock Issuance and articles of amendment setting forth such amendment shall be filed with the SDAT.
Parent Charter Amendment. Parent shall use its reasonable best efforts to obtain the approval of its stockholders of the Parent Charter Amendment which shall include the submission of such amendment to the Parent stockholders in connection with the Parent Stockholder Meeting.
Parent Charter Amendment. Subject to obtaining the Required Parent Vote in connection with the adoption and approval of the Parent Charter Amendment, Parent shall take all action necessary to make the Parent Charter Amendment effective prior to the Effective Time.
Parent Charter Amendment. At the Closing and prior to the Effective Time, and upon the terms of and subject to the conditions set forth in this Agreement and receipt of the applicable Parent Shareholder Approval, Parent shall cause its articles of organization to be amended (the “Charter Amendment”) to increase the number of authorized shares of capital stock of Parent by filing Articles of Amendment substantially in the form of Annex D hereto (the “Articles of Amendment”) with the Secretary of State of the State of Massachusetts (the “Massachusetts Secretary of State”) in accordance with applicable provisions of the Massachusetts Business Corporations Act.
