Company Certificate of Merger definition

Company Certificate of Merger has the meaning set forth in Section 1.3(a).

Company Certificate of Merger means one or more certificates of merger with respect to the Merger, containing the provisions required by, and executed in accordance with, the DGCL.

Company Certificate of Merger is defined in Section 2.03 of the Agreement.

Examples of Company Certificate of Merger in a sentence

• The Company Merger shall become effective at such time as the Company Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such other time as Buyer and the Company shall agree in writing and shall specify in the Company Certificate of Merger (the time the Company Merger becomes effective being the “Company Merger Effective Time”).

• Bright House Partnership Agreement 6.06 Burdensome Condition 8.01(e) Certificates 2.03(a)(ii) Closing 2.01(b) Company Preamble Company Adjusted Option 2.04(a) Company Adjusted RSU 2.04(b) Company Board Recommendation 4.02(b) Company Certificate of Merger 2.01(c) Company Certificates 2.03(a)(ii) Company International Plan 4.17(i) Company Investment 4.06(c) Company Material Contract 4.19(a)(ix) Company Merger Consideration 2.02(a)(i) Company Mergers 2.01(a)(iii) Company Option A Cash Consideration.

• At the Company Merger Effective Time, the effects of the Company Merger shall be as provided in this Agreement, the DLLCA, the DGCL and the Company Certificate of Merger.

• At the Closing, Hospitality shall cause a certificate of merger relating to the Hospitality Merger (the “Hospitality Certificate of M erger” and, together with the Company Certificate of Merger, the “Certificate of Mergers”) to be executed and filed with the DSOS in accordance withthe DGCL.

• The Company Mergershall become effective upon the time of filing of the Company Certificate of Merger with the DSOS, or at such later time or date as the parties hereto shall have agreed upon and specified in the Company Certificate of Merger in accordance with the DGCL as the effective time of the Company Merger.

• Assuming the accuracy of the representations and warranties set forth inSection 4.3, neither the execution, delivery or performance of this Agreement requires any consent, approval, license or other action by or in respect of, or registration, declaration or filing with any Authority except for the filing of the Company Certificate of Merger with the Secretary of State of the State of California pursuant to the CCC.

• The Management Company Merger shall become effective at such time as the Management Company Certificate of Merger is duly filed with the DE SOS and the WA SOS, or at such later date and time as is agreed to in writing by Trinity and the Management Companies and specified in the Management Company Certificate of Merger (the time the Management Company Merger becomes effective being the “ Effective Time ”).

• Any legal nonconforming use of the property shall be abandoned prior to execution of the agricultural conservation easement and shall not be allowed to reestablish except as authorized within a building envelope.

• The Company Merger shall become effective at the time when the Company Certificate of Merger has been filed with the Secretary of State of the State of Delaware or at such later time as may be agreed by the Parties (with the prior written consent of the Special Committee) in writing and specified in the Company Certificate of Merger (the “Company Merger Effective Time”); provided, that the Company Merger Effective Time shall occur immediately after the LLC Merger Effective Time.

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More Definitions of Company Certificate of Merger

Company Certificate of Merger has the meaning set forth in Section 2.2(a)(ii).

Company Certificate of Merger means the Certificate of Merger in the form attached hereto as Exhibit A-1.

Company Certificate of Merger means one or more certificates of merger with respect to the Merger, containing the provisions required by, and executed in accordance with, the DGCL. “Company Common Shares” is defined in the Recitals. “Company Data Room” is defined in Section 4.8(b) . “Company Disclosure Letter” is defined in Article III. “Company Employee” is defined in Section 5.9(a) . “Company Employee Benefit Plan” is defined in Section 3.12(a) . “Company Equity Plans” is defined in Section 2.7(a) . “Company Financial Advisors” is defined in Section 3.20. “Company Intellectual Property Rights” is defined in Section 3.14(b) . “Company Material Adverse Effect” means any change, event, development or effect that has a material adverse effect on the business, assets, continuing results of operations or financial condition of the Company and the Company Subsidiaries, taken as a whole; pro- vided, however, that no change or effect resulting from any of the following shall constitute, or be taken into account in determining whether there is or has been, a Company Material Adverse Effect: (i) changes in conditions affecting the real estate industry gen- erally, the United States of America or the global economy; (ii) general political, economic or business conditions or changes therein (including the commencement, continuation or escalation of a war, material armed hostilities or other material international or national calamity or acts of terrorism or earthquakes, hurricanes, other natural disasters or acts of God);