Entity Conversion definition

Entity Conversion means conversion. A certificate of entity conversion is the same as a certificate of conversion.

Entity Conversion means any change, through conversion, from a Company listed in (a) or (b) below, respectively, to another form of Company prescribed immediately thereafter in the following (a) or (b):

Entity Conversion means, individually or collectively as the context may indicate, the conversion under the general corporate law of the state of Delaware or Alabama, as applicable, of (a) United States Pipe and Foundry Company, Inc., an Alabama corporation, into United States Pipe and Foundry, LLC, an Alabama limited liability company, (b) Xxxxxxx Water Products, Inc, a Delaware corporation, into Xxxxxxx Water Products, LLC, a Delaware limited liability company, and (c) Xxxxxxx Group, Inc., a Delaware corporation, into Xxxxxxx Group, LLC, a Delaware limited liability company.

Examples of Entity Conversion in a sentence

• Effective December 28, 2015, the Company was converted from a Virginia corporation to a single-member Virginia limited liability company by the filing of the Articles of Entity Conversion that effected the conversion in the office of the Secretary of State of the Commonwealth of Virginia (the “Articles of Entity Conversion”).

• The Administrative Agent shall have received a confirmation, in the form attached hereto as Exhibit B, by the Guarantors (after giving effect to the Entity Conversion).

• The Administrative Agent shall have received from the Borrower, each Holding Company and each Guarantor (after giving effect to the Entity Conversion), a secretary’s certificate as to and attaching the organizational documents and incumbency of officers of such Person and authorization of such Person to execute and deliver this Amendment and the documents relating to the Private Equity Issuance, the Holdings Merger, the Entity Conversion and the Alta Repayment to which such Person is a party.

• Prior to the Entity Conversion, no New Delaware LLC has owned any material property or asset, had any material liability or obligation other than becoming a guarantor under the Senior Subordinated Note Indenture in accordance with the terms thereof, or conducted any business of any kind, other than its own formation and entering into documents effecting the foregoing.

• The Administrative Agent shall have received such UCC-1 and UCC-3 financing statements and amendments as it shall reasonably require, and the certificates evidencing the membership interests of the Subsidiaries of the Borrower (after giving effect to the Entity Conversion), duly endorsed in blank, pursuant to Section 6.9 of the Term Loan Agreement.

More Definitions of Entity Conversion

Entity Conversion means the conversion of CPC from a limited liability company to a corporation pursuant to Section 9.04 of the LLC Agreement.

Entity Conversion means the entity conversion of the Company from a stock company (kabushiki kaisha) into a limited liability company (godo kaisha) under the Companies Act effective as of October 22, 2012.

Entity Conversion means the conversion of Holdco from a limited liability company to a corporation pursuant to Section 9.01 of the Operating Agreement.

Entity Conversion shall have the meaning assigned to such term in the Investment Agreement, as in effect on the date of the Private Equity Issuance.

Entity Conversion means, collectively, the Company’s (a) conversion from a Delaware corporation to a Delaware limited liability company and (b) change in name from “Pacific Ethanol Pekin, Inc.” to “Pacific Ethanol Pekin, LLC”.

Entity Conversion means, individually or collectively as the context may indicate, the conversion under the general corporate law of the state of Delaware or Alabama, as applicable, of (a) United States Pipe and Foundry Company, Inc., an Alabama corporation, into United States Pipe and Foundry Company, LLC, an Alabama limited liability company, (b) Mueller Water Products, Inc, a Delaware corporation, into Mueller Water Products, LLC, a Delaware limited liability company, and (c) Mueller Group, Inc., a Delaware corporation, into Mueller Group, LLC, a Delaware limited liability company.

Entity Conversion shall have the meaning set forth in Section 3.07.