Certificate of Merger I definition

Certificate of Merger I has the meaning specified in Section 3.01(a).
Certificate of Merger I has the meaning set forth in Section 2.2(a).

Examples of Certificate of Merger I in a sentence

  • Merger I shall become effective at the time Certificate of Merger I shall have been duly filed with, and accepted by, the Secretary of State of the State of Delaware or such later date and time as is agreed upon by the parties and specified in Certificate of Merger I (such date and time hereinafter referred to as “Effective Time”).

  • Merger I shall become effective at the time Certificate of Merger I shall have been duly filed with the Secretary of State of the State of Delaware or such later date and time as is agreed upon by the parties and specified in Certificate of Merger I (such date and time hereinafter referred to as “Effective Time”).

  • The Company Merger shall be evidenced by a Certificate of Merger between Company Merger Sub and the Company in substantially the form of Annex H (“Certificate of Merger V” and collectively with Certificate of Merger I, Certificate of Merger II, Certificate of Merger III, and Certificate of Merger IV, the “Certificates of Merger”).

  • Xxxxx Title: Managing Director Exhibit A-1 Form of the Stockholder Agreement Exhibit A-2 Form of the Stockholder Written Consent Exhibit B-1 Certificate of Merger I Exhibit B-2 Certificate of Merger II Exhibit C Earn-Out Provisions Terms not defined in this Exhibit C or in the Merger Agreement shall have the meaning ascribed thereto in the Budget and Operating Plan.

  • 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 Company, subject only to the approval of this Agreement by the Required Company Stockholder Vote as contemplated by Section 5.2(a) and the filing and recordation of the Certificate of Merger I and Certificate of Merger II pursuant to Delaware Law and the DLLCA.

  • Merger I shall become effective at the time Certificate of Merger I shall have been duly filed with, and accepted by, the Secretary of State of the State of Delaware or such later date and time as is agreed upon by the Parties and specified in Certificate of Merger I (such date and time, the “First 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 and limited liability company action, as applicable, on the part of Parent and Merger Subs, subject only to the filing and recordation of the Certificate of Merger I and Certificate of Merger II pursuant to Delaware Law and the DLLCA.

  • Merger I shall become effective at the time Certificate of Merger I shall have been duly filed with, and accepted by, the Secretary of State of the State of Delaware or such later date and time as is agreed upon by the parties and specified in Certificate of Merger I (such date and time, the “Effective Time”).

  • At the Closing, Holdings shall cause Certificate of Merger I and Certificate of Merger II to be filed as provided in Section 2.2.

  • Merger I shall become effective upon the filing of the Certificate of Merger I with the Secretary of State of the State of Delaware or at such later time as shall be agreed upon in writing by the parties and specified in the Certificate of Merger I, which specified time shall be a time on the Closing Date.


More Definitions of Certificate of Merger I

Certificate of Merger I in substantially the form of Exhibit D attached hereto, together with any required related certificates, with the Secretary of State of the State of Delaware, in such form as required by, and executed in accordance with the relevant provisions of, Delaware Law (the time of such filing being the “Effective Time of Merger I”). Immediately following the Effective Time of Merger I, Parent, Merger Sub II and the Surviving Corporation shall cause Merger II to be consummated by filing a Certificate of Merger for Merger II in accordance with the relevant provisions of Delaware Law and the DLLCA (the “Certificate of Merger II”), in substantially the form of Exhibit E attached hereto, together with any required certificates, with the Secretary of State of the State of Delaware, in such form as required by, and executed in accordance with the relevant provisions of, Delaware Law and the DLLCA (the time of such filing being the “Effective Time of Merger II”).

Related to Certificate of Merger I

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

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

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

  • Agreement of Merger has the meaning set forth in Section 2.01(b).

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

  • DLLCA means the Delaware Limited Liability Company Act.

  • 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;

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

  • Delaware LLC Act means the Delaware Limited Liability Company Act.

  • Certificate of Amendment means the Certificate of Amendment to Amended and Restated Certificate of Incorporation of the Company, substantially in the form attached to this Agreement as Exhibit A.

  • the Secretary of State means the Secretary of State for Education;

  • Certificate of Conversion means the Certificate of Conversion of the Partnership filed with Secretary of State of Delaware as referenced in Section 2.1 as such Certificate of Conversion may be amended, supplemented or restated from time to time.

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

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • CGCL means the California General Corporation Law.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

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

  • Merger Sub Board means the board of directors of Merger Sub.

  • Delaware Law means the General Corporation Law of the State of Delaware.

  • MBCA means the Michigan Business Corporation Act.

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • FBCA means the Florida Business Corporation Act.

  • Certificate of Formation means the Certificate of Formation of the Company filed with the Secretary of State of the State of Delaware as referenced in Section 2.1, as such Certificate of Formation may be amended, supplemented or restated from time to time.

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).