Bermuda Act definition
Examples of Bermuda Act in a sentence
Other than the Bermuda Act, the Delaware Code and other than competition statutes, Interwave is not subject to any business combination, control share acquisition, fair price or similar statute that applies to the Amalgamation or any other transaction contemplated by this Agreement.
Interwave and Merger Sub will amalgamate and merge with each other in accordance with Section 104B of the Bermuda Act and the Delaware Code, and the separate corporate existence of Interwave shall cease and Merger Sub shall continue as the Amalgamated Company.
This Agreement, the Amalgamation and the transactions contemplated hereby shall have been approved and adopted by the requisite vote of the shareholders of Interwave in accordance with the Bermuda Act and the Interwave Charter Documents.
All publications and filings required under the Bermuda Act, including the publications and filings set forth in Sections 5.1(a) and 5.1(b) shall have been performed, and all Bermuda Governmental Entity approvals required pursuant to the Bermuda Act for the consummation of the Amalgamation and the other transactions contemplated by this Agreement shall have been obtained, except for such filings in connection with Amalgamation that are required to be filed after the Effective Time.
The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of the Company, subject, with respect to consummation of the Merger, to approval of this Agreement and the Merger by the stockholders of the Company in accordance with the Bermuda Act.
Upon the terms and subject to the conditions of this Agreement and the Amalgamation Agreement, and in accordance with the Bermuda Act, at the Effective Time (as defined herein), the Amalgamation shall be effected and the Company and Newco shall continue as a Bermuda exempted company as a result of the Amalgamation (sometimes hereinafter referred to as the “Amalgamated Company”).
All publications and filings required under the Bermuda Act shall have been performed, and all Bermuda Governmental Entity approvals required pursuant to the Bermuda Act for the consummation of the Amalgamation and the other transactions contemplated by this Agreement shall have been obtained, except for such filings in connection with Amalgamation that are required to be filed after the Effective Time.
Prior to a Qualified Initial Public Offering and subject to the Bermuda Act, the Company shall, upon the written request of ▇▇▇▇▇▇ ▇.
Holders exercising their rights of dissent and appraisal under the Bermuda Act shall not, in the opinion of the Board of Directors, represent an unacceptable cash cost in light of the Company's current and anticipated cash requirements.
Upon the terms and conditions of this Agreement and in accordance with The Companies Act 1981 of Bermuda, as amended (the "Bermuda Act") and the Delaware General Corporation Law (the "DGCL"), Merger Co. shall be merged ("amalgamated" under Bermuda law) with and into the Company at the Effective Date (as hereinafter defined) (the "Merger").