Amended Pubco Charter definition

Amended Pubco Charter means amended and restated memorandum and articles of association of Pubco substantially in the form set out in Exhibit F attached hereto (with such changes as may be agreed by the Company and the Purchaser prior to the Effective Time).
Sample 1
Amended Pubco Charter has the meaning given to such term in Section 8.6.
Sample 1

Examples of Amended Pubco Charter in a sentence

  • In accordance with the Amended Pubco Charter as in effect at the Closing, no director on the Post-Closing Pubco Board may be removed without cause.

  • Subject to filing the Amended Pubco Charter, each of Pubco and Merger Sub has all requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

  • The Seller agrees to take any and all Pubco Common Shares that the Seller shall receive subject to the memorandum of association of Pubco and subject also to the Amended Pubco Charter, and the Seller hereby authorises Pubco to enter its name and address in the register of members of Pubco in respect of such Pubco Common Shares received.

  • Subject to filing the Amended Pubco Charter, Pubco has all requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

  • Each of Pubco and Merger Sub has all requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform its obligations hereunder and, subject to filing the Amended Pubco Charter, to consummate the transactions contemplated hereby and thereby.

  • At or prior to the Closing, the shareholder(s) of Pubco shall have adopted the Amended Pubco Charter which shall be in a form prepared by the Company.

  • Subject to the filing of the Amended Pubco Charter, each of Pubco, First Merger Sub and Second Merger Sub has all requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

  • Subject to the Amended Pubco Charter becoming effective, each of Pubco and Mxxxxx Sub has all requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

  • Subject to the adoption of the Amended Pubco Charter, each of Pubco and the Merger Subs has all requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby.

  • The Amended Pubco Charter shall have been duly adopted and remain in full force and effect without modification thereto.

Related to Amended Pubco Charter

  • 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;

  • Company Charter means the certificate of incorporation of the Company, as amended.

  • Restated Charter means the Company’s Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time.

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

  • Time Charter means the hire of a Vessel by which the charterer obtains possession and control of the Vessel for an agreed period of time or an agreed voyage.

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

  • Parent Bylaws means the Bylaws of Parent.

  • Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as amended and restated 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.

  • Community Charter means the Community Charter, S.B.C. 2003, c. 26, as may be amended or replaced from time to time;

  • 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.

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

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

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

  • Company Certificate of Incorporation means the certificate of incorporation of the Company.

  • Amended and Restated Bylaws means the Amended and Restated Bylaws of the Fund in effect at the time the Registration Statement relating to the Preferred Shares is declared effective by the Securities and Exchange Commission, specifying the powers, preferences and rights of the Preferred Shares.

  • 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.

  • Company Articles means the Articles of Incorporation of the Company, as amended.

  • Air charter service means an air carrier operation which requires the customer to

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

  • the First Variation Agreement means the agreement a copy of which is set out in Schedule 2.

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

  • Company Governing Documents means the Company Bylaws and the Company Certificate.

  • Byelaws means those of a class which may be confirmed by the Welsh Ministers (but the provision which may be made includes provision to remove a requirement of confirmation).

  • Amended Articles means the amended articles of JMB, reflecting the alterations to the Original Articles as provided for in the Plan, substantially in the form attached as Schedule “A” to the Plan;

  • Certificate of Arrangement means the certificate of arrangement to be issued by the Director pursuant to subsection 192(7) of the CBCA in respect of the Articles of Arrangement;