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Amended Parent Charter definition

Amended Parent Charter has the meaning set forth in Section 6.5(e).
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Amended Parent Charter shall have the meaning given to such term in the Contribution Agreement. “beneficial ownership,” including the correlative term “beneficially own,” shall have the meaning ascribed to such term in Section 13(d) of the Exchange Act.
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Amended Parent Charter shall have the meaning set forth in Section 1.05(a).
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Examples of Amended Parent Charter in a sentence

  • Prior to the Effective Time, subject to the Parent Stockholder Approval, Parent shall duly amend and restate its certificate of incorporation to be in the form of the Amended Parent Charter by filing the Amended Parent Charter with the Delaware Secretary of State.

  • Prior to the Effective Time, subject to the Parent Stockholder Approval, Parent shall amend and restate its certificate of incorporation to be in the form of the Amended Parent Charter by filing the Amended Parent Charter with the Delaware Secretary of State.

  • In accordance with the Amended Parent Charter as in effect at the Closing, no director on Parent’s Board of Directors may be removed without cause.

  • Section 4.2(b) of the Amended Parent Charter shall be deemed removed therefrom.

  • Prior to the Effective Time, subject to the Parent Stockholder Approval, Parent shall duly amend and restate the Parent Certificate of Incorporation to be in the form of the Amended Parent Charter by filing the Amended Parent Charter with the Delaware Secretary of State.

  • Such persons will continue as officers of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with applicable Law, the Amended Parent Charter and the Parent Bylaws.

  • The Parent shall have delivered evidence to the Company that the Parent has filed with the Secretary of State of Delaware the Amended Parent Charter.


More Definitions of Amended Parent Charter

Amended Parent Charter means the Amended and Restated Certificate of Incorporation of Parent.
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Related to Amended Parent Charter

  • Parent Charter means the Certificate of Incorporation of Parent, as from time to time amended.

  • Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as the same may be amended from time to time.

  • Company Bylaws means the bylaws of the Company, as amended.

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • Restated Certificate of Incorporation means the Restated Certificate of Incorporation of the Company, as amended.

  • Parent Bylaws means the Bylaws of Parent.

  • 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.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Supplemental Ruling means (i) any ruling (other than the Ruling) issued by the IRS in connection with a Distribution, and (ii) any similar ruling issued by any other Taxing Authority addressing the application of a provision of the laws of another jurisdiction to a Distribution.

  • Restated Charter means the Restated Charter of the Corporation, as may be amended from time to time.

  • Company Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company.

  • Articles of Incorporation means the Articles of Incorporation, Declaration of Trust, or other similar organizational document as the case may be, of a Fund as the same may be amended from time to time.

  • Memorandum of Association means the memorandum of association of the Company, as amended or substituted from time to time;

  • Company Charter Documents means the Company’s certificate of incorporation and bylaws, each as amended to the date of this Agreement.

  • Constituent Documents means with respect to any Person, as applicable, such Person’s certificate of incorporation, articles of incorporation, by-laws, certificate of formation, articles of organization, limited liability company agreement, management agreement, operating agreement, shareholder agreement, partnership agreement or similar document or agreement governing such Person’s existence, organization or management or concerning disposition of ownership interests of such Person or voting rights among such Person’s owners.

  • Company Charter means the Amended and Restated Certificate of Incorporation of the Company, as amended.

  • Charter Agreement means an agreement made in accordance with Section 53G-5-303 that authorizes the operation of a charter school.

  • CFA Charter means the charter earned through the Chartered Financial Analyst program prepared and administered by the CFA Institute and so named on the day this Instrument comes into force, and every program that preceded that program, or succeeded that program, that does not have a significantly reduced scope and content when compared to the scope and content of the first-mentioned program;

  • Articles of Association means the articles of association of the Company, as amended from time to time.

  • Governing Documents means, with respect to any Person, the certificate or articles of incorporation, by-laws, or other organizational documents of such Person.

  • Parent Organizational Documents means the certificate of incorporation, bylaws (or equivalent organizational or governing documents), and other organizational or governing documents, agreements or arrangements, each as amended to date, of each of Parent and Acquisition Sub.

  • Memorandum and Articles means the amended and restated memorandum and articles of association of the Company currently in effect, as may be amended or restated from time to time.

  • Reorganization Plan means a plan of reorganization in any of the Cases.

  • New Organizational Documents means the documents providing for corporate governance of New Valaris Holdco and the Reorganized Debtors, including charters, bylaws, operating agreements, or other organizational documents or shareholders’ agreements, as applicable, consistent with section 1123(a)(6) of the Bankruptcy Code (as applicable).

  • Operating Agreement means this Operating Agreement as originally executed and as amended from time to time.

  • Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.

Most Referenced Clauses

Most Referenced Definitions