Companies Charter definition

Companies Charter has the meaning set forth in Section 3.1(b).

Examples of Companies Charter in a sentence

• Each of the Target Companies has made available to Buyer true, complete and correct copies of its limited liability company agreement, certificate of incorporation and bylaws, as applicable, each as in effect on the date of this Agreement (“Target Companies Charter Documents”).

• The Oceanbulk Holdcos have heretofore made available to Parent true and complete copies of the certificates of formation, limited liability company agreement and other organization documents of each of the Oceanbulk Subsidiaries (the “Oceanbulk Subsidiaries Charter Documents,” and, together with the Oceanbulk Holdcos Charters Documents, the “Oceanbulk Companies Charter Documents”) as currently in effect.

• The KSL Companies have taken all actions required to be taken by them in order to exempt this Agreement and the Merger from the requirements of any "moratorium", "control share", "fair price", "affiliate transaction", "business combination" or other anti-takeover laws and regulations of any Governmental Authority or contained in the KSL Companies Charter Documents.

• Fund American's consolidated insurance operations consist of Valley Insurance Companies ("Valley"), a Northwest region property and casualty insurer which writes personal and commercial lines, Charter Insurance Companies ("Charter"), which writes non-standard automobile insurance in Texas and Oklahoma, and White Mountains Insurance Company ("WMIC"), a growing Northeast region property and casualty company which writes commercial lines.

• Except as set forth in the Target Companies Charter Documents and the organizational documents of the Seller, there are no agreements, arrangements, proxies or understandings that restrict or otherwise affect voting or transfer of any of the equity securities of the Target Companies.

• KSL has heretofore made available to GOGL true and complete copies of the articles of association, bye-laws, certificate of formation, limited liability company agreement and other organization documents of each of the KSL Subsidiaries (the "KSL Subsidiaries Charter Documents", and, together with the KSL Charter Documents, the "KSL Companies Charter Documents") as currently in effect.

• Each of the Target Companies has made available to Buyer true, complete and correct copies of its limited liability company agreement, articles of incorporation and bylaws, as applicable, each as in effect on the date of this Agreement (“Target Companies Charter Documents”).

• Except as set forth in the Target Companies Charter Documents, there are no agreements, arrangements, proxies or understandings that restrict or otherwise affect voting or transfer of any of the equity securities of the Target Companies.

• Other Companies Charter may represent one or more insurance companies writing the same or different types of coverage as the Company without affecting Charter's rights hereunder.

• The Companies hereby agree, jointly and severally, to indemnify the Indemnitee to the fullest extent permitted by California law, notwithstanding that such indemnification is not specifically authorized by the other provisions of this Agreement, the Companies' Charter Documents or by statute.