Amended and Restated Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company, as in effect as of the Effective Date.
Amended and Restated Certificate of Incorporation means the Certificate of Incorporation of the Company, as currently in effect.
Amended and Restated Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company, filed on or before the date hereof, containing the terms of the Series 3 Preferred in the form attached hereto as Exhibit B.
Examples of Amended and Restated Certificate of Incorporation in a sentence
The Amended and Restated Certificate of Incorporation (the “Charter”) and the Bylaws (the “Bylaws”) of the Company require indemnification of the officers and directors of the Company.
You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company.
The Company shall not take any action or omit to take any action that would cause the Company to be in breach or violation of its Amended and Restated Certificate of Incorporation.
All references in these By-laws to the Certificate shall be deemed to refer to the Amended and Restated Certificate of Incorporation of the Corporation, as amended and/or restated and in effect from time to time.
If an Exchange Event does not occur within the time period set forth in the Company’s Amended and Restated Certificate of Incorporation, as the same may be amended from time to time, the Rights shall expire and shall be worthless.
More Definitions of Amended and Restated Certificate of Incorporation
Amended and Restated Certificate of Incorporation refers to the Amended and Restated Certificate of Incorporation of the Company, as filed with the Secretary of State of the State of Delaware, as the same may be amended from time to time; (iii) a “Business Combination” shall mean a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities; (iv) “Exchange Act” means the Securities Exchange Act of 1934, as amended; (v) “Insiders” means all executive officers and directors of the Company immediately prior to the IPO, as well as Sponsor and any of its Affiliates; (vi) the “Registration Statement” shall mean the Registration Statement on Form S-1 (Registration No. 333-236626) filed by the Company with the SEC in connection with the IPO, as the same may be amended or supplemented; (vii) the “Securities Act” means the Securities Act of 1933, as amended; (viii) the “SEC” means the United States Securities and Exchange Commission; (ix) “Transfer” means (a) the sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Exchange Act and the rules and regulations promulgated thereunder with respect to any security, (b) the entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) the public announcement of any intention to effect any transaction specified in clause (a) or (b); and (x) “Trust Account” means the trust account into which a portion of the net proceeds of the Company’s IPO will be deposited.
Amended and Restated Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company, filed with the Secretary of State of the State of Delaware on February 12, 2021.
Amended and Restated Certificate of Incorporation means the amended and restated certificate of incorporation of the Company.
Amended and Restated Certificate of Incorporation has the meaning set forth in Section 2.1(a)(i).
Amended and Restated Certificate of Incorporation refers to the Amended and Restated Certificate of Incorporation of the Company, as filed with the Secretary of State of the State of Delaware, as the same may be amended from time to time; (iii) a “Business Combination” shall mean a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities; (iv) “Exchange Act” means the Securities Exchange Act of 1934, as amended; (v) “Founder Shares” means the 5,735,000 shares of Common Stock (of which 750,000 are subject to forfeiture pursuant to paragraph 5) purchased by Sponsor pursuant to a subscription agreement, dated as of February 12, 2021, entered into by and between Sponsor and the Company, as amended; (vi) “Insiders” means all executive officers and directors of the Company immediately prior to the IPO, as well as Sponsor and any of its Affiliates, and ICR, LLC, an investor relations firm providing services to the Company; (vii) “Private Units” means the 750,000 private units (or 795,000 private units if the Over-Allotment Option is exercised in full) of the Company, each consisting of one share of Common Stock and one warrant to purchase a share of Common Stock at a price of $11.50 per share, to be purchased by the Sponsor in private placements intended to close simultaneously with the consummation of the IPO and the Over-Allotment Option, as applicable, (viii) the “Registration Statement” shall mean the Registration Statement on Form S-1 (Registration No. 333-254038) filed by the Company with the SEC in connection with the IPO, as the same may be amended or supplemented; (ix) the “Securities Act” means the Securities Act of 1933, as amended; (x) the “SEC” means the United States Securities and Exchange Commission; (xi) “Transfer” means (a) the sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Exchange Act and the rules and regulations promulgated thereunder with respect to, any security, (b) the entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by deliver...
Amended and Restated Certificate of Incorporation means the Issuer’s amended and restated certificate of incorporation to be filed and effective in connection with the consummation of the Business Combination.
Amended and Restated Certificate of Incorporation means our amended and restated certificate of incorporation, dated December 21, 2020.