Examples of Certificate Amendment in a sentence
The execution and delivery of this Agreement and the Stock Option Agreement and the consummation of the transactions contemplated hereby and thereby (including the Certificate Amendment) have been duly, validly and unanimously approved by the Board of Directors of Company.
Prior to the Closing Time, the Company shall file the Certificate of Amendment with the Secretary of State of the State of New York, accompanied by all fees required to be paid therewith, and cause the Restated Certificate Amendment, as amended by the Certificate of Amendment, to become effective at or prior to the Closing Time.
The Company shall have provided Parent with evidence satisfactory to Parent that the Company has filed the Certificate Amendment with the Secretary of State of the State of Delaware and that the Certificate Amendment was in effect prior to the Closing.
IMMU represents and warrants that at the time of their delivery to SGEN pursuant to clause (iii) above, each of the Warrant Amendment and Warrant Certificate Amendment shall have been duly authorized, executed and delivered by IMMU and, assuming due authorization, execution and delivery thereof by the Warrant Agent, constitute a valid and legally binding obligation of IMMU enforceable against IMMU in accordance with its terms.
The Certificate Amendment would give the Board authority to issue additional shares from time to time without delay or further action by the stockholders except as may be required by applicable law or NASDAQ rules.