Examples of Certificate of Incorporation in a sentence
The allocation scheme in the Trust documents for disbursement and distribution of the Purchase Consideration is identical in all respects to the current Certificate of Incorporation of the Company, as amended, such that all Sellers will receive the identical portion of the Purchase Consideration as would have been received had he Buyer paid the Purchase Consideration directly to the Sellers, after adjust for any expenses of the Trust and indemnification claims by Buyer.
The Company Required Vote shall have been obtained in accordance with applicable Law, the Company Certificate of Incorporation and the Company Bylaws and, if obtained by the Stockholder Written Consent, the Information Statement shall have been cleared by the SEC and mailed to the stockholders of the Company (in accordance with Regulation 14C under the Exchange Act) at least 20 days prior to the Closing.
This Agreement and the Merger shall have been approved and adopted by the requisite vote of Xxxxxx Sub’s stockholder in accordance with Merger Sub’s Certificate of Incorporation and the DGCL.
The covenants set forth in this Section 5, except for Section 5.6 and Section 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, or (ii) upon a Deemed Liquidation Event, as such term is defined in the Certificate of Incorporation, whichever event occurs first.
The Certificate of Incorporation of the Company as in effect immediately prior to the Effective Time and as amended by the Delaware Certificate of Merger shall, from and after the Effective Time, be the Certificate of Incorporation of the Surviving Corporation until thereafter changed or amended as provided therein or in accordance with applicable Law.