Buyer Charter Documents definition

Buyer Charter Documents means the organizational documents and By-laws of Buyer.

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Buyer Charter Documents has the meaning set forth in Section 4.1.

Buyer Charter Documents means Buyer’s amended and restated certificate of incorporation and by-laws.

Examples of Buyer Charter Documents in a sentence

• Buyer is not in violation of any of the provisions of the Buyer Charter Documents.

• The Buyer Stockholder Approval, the Name Change Amendment (if applicable) and the Buyer Plan shall have been duly approved and adopted by the stockholders of Buyer by the requisite vote under the laws of the State of Delaware and the Buyer Charter Documents and an executed copy of an amendment to Buyer’s Certificate of Incorporation reflecting the Name Change Amendment, if any, shall have been filed with the Delaware Secretary of State to be effective as of the Closing.

• Neither Buyer nor Merger Sub is in violation of any of the provisions of its respective Buyer Charter Documents.

• All the outstanding Buyer Common Shares are, and all Buyer Common Shares reserved for issuance as noted in the immediately prior sentence will be, when issued in accordance with the terms thereof, (A) duly authorized and validly issued, (B) fully paid and nonassessable and (C) were issued in compliance with all Applicable Laws concerning the issuance of securities and the Buyer Charter Documents.

• Copies of the Certificate of Incorporation and the Bylaws, each as amended, of the Buyer (collectively, the "Buyer Charter Documents") have been made available to Company.

More Definitions of Buyer Charter Documents

Buyer Charter Documents means, respectively, (i) Holdings’ certificate of formation, (ii) Holdings’ operating agreement and (iii) the certificate of incorporation, articles of incorporation, bylaws, certificate of formation, limited liability company agreement, operating agreement or other organizational documents, each as amended to date, of Newco and each Subsidiary of Holdings.

Buyer Charter Documents means the certificate of incorporation and bylaws (or equivalent documents) of the Buyer, each as amended to date. “Buyer Indemnified Parties” has the meaning set forth in Section 8.1(a).

Buyer Charter Documents means Amended and Restated Articles of Incorporation of the Buyer, as amended and the Amended and Restated Bylaws of the Buyer.

Buyer Charter Documents means the Buyer's Articles of Incorporation ----------------------- and By-Laws or other comparable charter documents (each as amended).

Buyer Charter Documents means the Buyer's Articles of Incorporation ----------------------- and By-Laws or other comparable charter documents (each as amended). "Claim" has the meaning specified in Section 9.05 of this Agreement. ----- "Claim Notice" has the meaning specified in Section 9.05 of this Agreement. ------------ "Closing" has the meaning specified in Section 3.01 of this Agreement. ------- <PAGE> "Closing Date" has the meaning specified in Section 3.01 of this Agreement. ------------ "Code" shall mean the United States Internal Revenue Code of 1986, as ---- amended. "Company" or "Companies" has the meaning specified in the first paragraph ------- --------- of this Agreement. "Company Charter Documents" has the meaning specified in Section 4.01 of ------------------------- this Agreement. "Damages" has the meaning specified in Section 9.01 of this Agreement. ------- "Employee Benefit Plan" shall have the meaning ascribed to such term by --------------------- Section 3

Buyer Charter Documents means SkillSoft PLC's Memorandum and Articles of Association, and SkillSoft Inc.'s Certificate of Incorporation.

Buyer Charter Documents has the meaning set forth in Section 6.01.