Delaware Certificate of Merger has the meaning set forth in Section 1.2.
Delaware Certificate of Merger means the certificate of merger to be executed by Regions and filed with the Secretary of State of the State of Delaware, relating to the Merger as contemplated by Section 1.1 of this Agreement.
Delaware Certificate of Merger means a certificate of merger in such form as required by, and executed and acknowledged in accordance with, the DGCL.
Examples of Delaware Certificate of Merger in a sentence
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.
The Merger shall become effective as of the date and time of the filing of the Delaware Certificate of Merger or at such later date or time as may be agreed by the Company and Parent in writing and specified in the Delaware Certificate of Merger in accordance with relevant provisions of the DGCL.
More Definitions of Delaware Certificate of Merger
Delaware Certificate of Merger means a certificate of merger in the form attached hereto as Exhibit A-1.
Delaware Certificate of Merger is defined in the preamble of this Agreement.
Delaware Certificate of Merger is defined in Section 1.3 to this Agreement.
Delaware Certificate of Merger is defined in Section 2.3(b).
Delaware Certificate of Merger means the Certificate of Merger delivered to the Secretary of State of the State of Delaware for filing pursuant to Section 251 of the DGCL.
Delaware Certificate of Merger is defined in Section 2.2.
Delaware Certificate of Merger has the meaning set forth in Section 1.2. "Delaware Law" means the Delaware General Corporation Law and all amendments and additions thereto. "Disclosure Schedules" means the USSC Disclosure Schedule and the IMNT Disclosure Schedule. "Dissenting Shares" has the meaning set forth in Section 1.10(a). "DOL" means the United States Department of Labor. "Effective Time" has the meaning set forth Section 1.2. "Employment Agreement" has the meaning set forth in Section 2.14(a). "Encumbrance" has the meaning set forth in Section 3.4. "Environment" means air, surface water, ground water or land, including land surface or subsurface, and any receptor, such as persons, wildlife, fish, biota or other natural resources. "Environmental Clean-up Site" means any location that is listed or proposed for listing on the National Priorities List, the Comprehensive Environmental Response, Compensation and Liability Information System, or on any similar state list of sites relating to investigation or cleanup, or that is the subject of any pending or threatened action, suit, proceeding or investigation, formal or informal, related to or arising from any location at which there has been a Release or threatened or suspected Release of a Hazardous Material. "Environmental Law" means any federal, state, local or foreign environmental, health and safety or other Law relating to Hazardous Materials, including the Comprehensive, Environmental Response Compensation and Liability Act, the Clean Air Act, the Federal Water Pollution Control Act, the Solid Waste Disposal Act, the Federal Insecticide, Fungicide and Rodenticide Act and the California Safe Drinking Water and Toxic Enforcement Act. "Environmental Permit" means any permit, license, approval, consent or authorization required under or in connection with any Environmental Law and includes any and all orders, consent orders or binding agreements issued by or entered into with a Governmental or Regulatory Authority. "Equity Equivalents" means securities (including Options to purchase shares of USSC Common Stock) that, by their terms, are or may be exercisable, convertible or exchangeable for or into common stock, preferred stock or other securities at the election of the holder thereof. "ERISA" means the Employee Retirement Income Security Act of 1974, as amended, and the rules and regulations promulgated thereunder. "Estimated Third Party Expenses" has the meaning set forth in Section 2.26. "Exchange Act" means the Securities Excha...