Certificate of Acquisition definition

Certificate of Acquisition has the meaning set forth in Section 2.1.
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Certificate of Acquisition shall have the meaning ascribed thereto in Section 2.2 hereof.
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Certificate of Acquisition shall have the meaning set forth in Section 1.
Sample 1

Examples of Certificate of Acquisition in a sentence

  • For information on property available for direct agency transfer, visit the State Surplus Property website for property listings and the Certificate of Acquisition Form.

  • The “Effective Time” shall be at such time as the Certificate of Acquisition, accompanied by payment of the filing fee (as provided in the OGCA), has been examined by, and received the endorsed approval of, the Secretary of State of the State of Oklahoma, or at such subsequent time as Buyer and the Company shall agree and shall specify in the Certificate of Acquisition.

  • The Acquisition will become effective at the time of the filing of the Certificate of Acquisition with the offices of the Secretary of State of the State of Nevada in accordance with the provisions of applicable law, which Certificates of Acquisition will be so filed as soon as practicable after the Closing.

  • Such evidence shall consist of an Officer's Certificate of Acquisition Sub and/or Parent or a statutory declaration or a certificate made by persons entitled to sign an Officer's Certificate stating that any such condition has been complied with in accordance with the terms of this Agreement.

  • The execution and delivery of this Agreement do not, and the execution and delivery of the Officers' Certificate of Acquisition Corp.

  • This Agreement (including the Schedules and Exhibits) and the Certificate of Acquisition set forth the entire agreement and understanding of the parties hereto and supersede all prior agreements, arrangements and understandings between the parties.

  • The closing of the Acquisition, which shall include the simultaneous filing of the Certificate of Acquisition with the Oklahoma Secretary of State as contemplated by Section 1(j) hereof (the "Closing"), will be held in the offices of BancFirst, 000 X.

  • As of the Closing Date, the Officers' Certificate of Acquisition Corp.

  • For information on property available for direct agency transfer, visit the TFC website for property listings and the Certificate of Acquisition Form.

  • The execution and delivery of this Agreement and the Officers' Certificate of Acquisition Corp., and the consummation of the transactions contemplated hereby and thereby, have been duly and validly authorized by all requisite corporate action on the part of Acquisition Corp., and no other corporate proceedings on the part of Acquisition Corp.

Related to Certificate of Acquisition

  • date of acquisition means the date of acquisition required for accounting purposes;

  • Certificate of Limited Partnership means the Certificate of Limited Partnership of the Partnership filed with the Secretary of State of the State of Delaware as referenced in Section 7.2, as such Certificate of Limited Partnership may be amended, supplemented or restated from time to time.

  • Certificate of Amendment means the Certificate of Amendment of the Company, the form of which is attached as Exhibit A.

  • Certificate of Conversion means the Certificate of Conversion to Limited Liability Company of the Corporation to the Company as filed in the office of the Secretary of State of the State of Delaware pursuant to the Delaware Act.

  • Certificate of Amalgamation means the certificate of amalgamation to be issued by the Director in respect of the Amalgamation;

  • Certificate of organization means the certificate required by section 489.201. The term includes the certificate as amended or restated.

  • Certificate of approval means a certificate of approval obtained from the

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • 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;

  • Company Acquisition Agreement has the meaning set forth in Section 5.04(a).

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • Certificate of Completion means the certificate of completion given by the Engineer-in- charge pursuant to clause 40 of these conditions;

  • Certificate of Merger has the meaning set forth in Section 2.2.

  • Certificate of Acceptance means written certification, delivered to Contractor and signed by an authorized representative of the State, stating that any Defects in a particular Phase or the Solution discovered after implementation and testing have been corrected as required under this Contract, and that the Phase complies in all material respects with all of the applicable Requirements.

  • Certificates of Merger has the meaning set forth in Section 2.2.

  • Certificate of Coverage means a written certification provided by any source that offers medical care coverage, including the Plan, for the purpose of confirming the duration and type of an individual’s previous coverage.

  • Company Acquisition means (i) a merger, consolidation, business combination, recapitalization, liquidation, dissolution or similar transaction involving the Company pursuant to which the stockholders of the Company immediately preceding such transaction hold less than fifty percent (50%) of the aggregate equity interests in the surviving or resulting entity of such transaction, (ii) a sale or other disposition by the Company of assets representing in excess of fifty percent (50%) of the aggregate fair market value of the Company's business immediately prior to such sale, or (iii) the acquisition by any person or group (including by way of a tender offer or an exchange offer or issuance by the Company), directly or indirectly, of beneficial ownership or a right to acquire beneficial ownership of shares representing in excess of fifty percent (50%) of the voting power of the then outstanding shares of capital stock of the Company.

  • Secretary of State means the Secretary of State of the State of Delaware.

  • Certificate of ownership means a paper or an electronic

  • Cost of Acquisition means, with respect to any Acquisition, as at the date of entering into any agreement therefor, the sum of the following (without duplication): (a) the value of the Equity Interests of the Borrower or any Subsidiary to be transferred in connection with such Acquisition, (b) the amount of any cash and fair market value of other property (excluding property described in clause (a) and the unpaid principal amount of any debt instrument) given as consideration in connection with such Acquisition, (c) the amount (determined by using the face amount or the amount payable at maturity, whichever is greater) of any Indebtedness incurred, assumed or acquired by the Borrower or any Subsidiary in connection with such Acquisition, (d) all additional purchase price amounts in the form of earnouts and other contingent obligations that should be recorded on the financial statements of the Borrower and its Subsidiaries in accordance with GAAP in connection with such Acquisition, (e) all amounts paid in respect of covenants not to compete and consulting agreements that should be recorded on the financial statements of the Borrower and its Subsidiaries in accordance with GAAP, and other affiliated contracts in connection with such Acquisition, and (f) the aggregate fair market value of all other consideration given by the Borrower or any Subsidiary in connection with such Acquisition. For purposes of determining the Cost of Acquisition for any transaction, the Equity Interests of the Borrower shall be valued in accordance with GAAP.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Alternative Acquisition Agreement has the meaning set forth in Section 5.3(d).

  • certificate of exemption means any document evidencing that the entity is exempt from

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • Non-Control Acquisition means an acquisition by (i) an employee benefit plan (or a trust forming a part thereof) maintained by (x) the Company or (y) any corporation or other Person of which a majority of its voting power or its equity securities or equity interest is owned directly or indirectly by the Company (a “Subsidiary”), or (ii) the Company or any Subsidiary.

  • Certificate of Compliance means the certificate referred to in Section 3.03 of the Servicing Agreement and substantially in the form of Exhibit E to the Servicing Agreement.