Constituent Instruments definition

Constituent Instruments means, with respect to any Person, its: (a) certificate of incorporation and by-laws, if a corporation; (b) certificate of limited partnership and agreement of limited partnership, if a limited partnership; (c) partnership agreement, if general partnership; (d) certificate of formation and operating agreement or comparable agreement, if a limited liability company; or (d) comparable instruments for any other type of entity, including, with respect to a trust, any agreement or instrument creating such trust.
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Constituent Instruments means the memorandum and articles of association and such other constituent instruments as may exist, each as amended to the date of this Agreement, as required under the laws of its formation, which in the case of Duke will that of the State of Israel.
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Examples of Constituent Instruments in a sentence

  • The non-registration shall have no prejudice with respect to any rights, interests, benefits and entitlements attached to the Shell Company Stock in accordance with the Shell Company Constituent Instruments or the laws of its jurisdiction of incorporation.

  • None of the outstanding shares of capital stock are subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the applicable corporate laws of the British Virgin Islands, the Shell Company Constituent Instruments or any Contract to which Shell Company is a party or otherwise bound.

  • The copies of the SCAC Constituent Instruments attached hereto as Schedule 3.4, are true, complete and correct.

  • The Target shall have received a certificate from Pantheon, signed by its Secretary, certifying that the attached copies of the Pantheon Constituent Instruments and resolutions of the Pantheon Board approving the Agreement and the Transactions are all true, complete and correct and remain in full force and effect.

  • The Warrantors acknowledge that pursuant to the Pantheon Constituent Instruments Pantheon must consummate the Transactions contemplated by this Agreement no later than December 14, 2008 and, at the request of Pantheon, shall use their commercially reasonable efforts to assist Pantheon in seeking a required amendment to the Pantheon Constituent Instruments in order to consummate the Transactions contemplated by this Agreement.

  • The copies of the MBPI Constituent Instruments attached hereto as Schedule 4.1, are true, complete and correct.

  • The copies of the TIDC Constituent Instruments attached hereto as Schedule 3.3, are true, complete and correct.

  • Section 9.21 of the Pantheon Disclosure Schedule sets forth as of June 30, 2008 the dollar amount (including an accrual for the earned but uncollected interest thereon) held in the trust account established in connection with Pantheon’s Public Offering for the benefit of its public shareholders (the “Trust Fund”) for use by Pantheon in connection with a business combination as set forth in the Pantheon Constituent Instruments.

  • Glorious Pie has delivered to China Eco-Hospitality true and complete copies of the Glorious Pie Constituent Instruments in each case as amended through the date of this Agreement.

  • All outstanding shares of the capital stock of Glorious Pie and each of its subsidiaries are duly authorized, validly issued, fully paid and nonassessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the applicable corporate laws of the British Virgin Islands, the Glorious Pie Constituent Instruments or any Contract to which Glorious Pie is a party or otherwise bound.