Existing Charter Documents definition

Existing Charter Documents means the Memorandum and Articles of Association of the Company as at the date hereof as set out in Exhibit F to this Agreement.
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Existing Charter Documents means the Third Amended and Restated Memorandum and Articles of Association of the Company in effect at the date of this Agreement;
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Examples of Existing Charter Documents in a sentence

  • The Company has complied with all the provisions of the Existing Charter Documents and each Significant Subsidiary has complied with all provisions of the relevant Subsidiaries Charter Documents and in each case has not entered into any transaction in breach of such charter documents or agreed with any Person to amend such charter documents, except as contemplated by this Agreement.

  • All legal and procedural requirements and other formalities concerning the approval, amendment and filing of the Existing Charter Documents, the Restated Charter Documents (at or prior to Closing) and the Subsidiaries Charter Documents have been duly and properly complied with.

  • The copies of the Existing Charter Documents and the charter documents of the Subsidiaries (the “Subsidiaries Charter Documents”) have been delivered to Infinity Capital are true and complete and comply with all applicable Requirements of Law.

  • All legal and procedural requirements and other formalities concerning the approval, amendment and filing of the Existing Charter Documents, and the Subsidiaries Charter Documents have been duly and properly complied with.

  • The Company has complied with all the provisions of the Existing Charter Documents and each Subsidiary has complied with all provisions of the relevant Subsidiaries Charter Documents and in each case has not entered into any transaction in breach of such charter documents or agreed with any Person to amend such charter documents.

  • The copies of the Existing Charter Documents and Restated Charter Documents and the charter documents of the Company's Significant Subsidiaries (the "Subsidiaries Charter Documents") have been delivered to Venture Tech are true and complete and comply with all applicable Requirements of Law.

  • Complete and correct copies of the Restated Certificate of Incorporation as heretofore amended, and By-laws of the Company and each of its subsidiaries in effect on the date of this Agreement (the "Existing Charter Documents") have been delivered to the Underwriters, and no changes to the Existing Charter Documents will be made subsequent to the date of this Agreement and prior to the First Closing Date (as hereinafter defined) or, if later, the Second Closing Date (as hereinafter defined).

  • The copies of the Existing Charter Documents and Restated Charter Documents and the charter documents of the Company's Significant Subsidiaries (the "Subsidiaries Charter Documents") have been delivered to SAIF are true and complete and comply with all applicable Requirements of Law.

  • No state of facts exists or will exist at any Closing Date which, upon notice or lapse of time or both, would constitute a violation of any provision of the Existing Charter Documents.

Related to Existing Charter Documents

  • Charter Documents means, with respect to any entity, the certificate of incorporation, the articles of incorporation, by-laws, articles of organization, limited liability company agreement, partnership agreement, formation agreement, joint venture agreement or other similar organizational documents of such entity (in each case, as amended).

  • Company Charter Documents means the Company’s certificate of incorporation and bylaws, each as amended to the date of this Agreement.

  • Charter Document means as to any Person, its partnership agreement, certificate of incorporation, certificate of formation, operating agreement, membership agreement or similar constitutive document or agreement or its by-laws.

  • Existing Agreements has the meaning as set forth in Section 3.2 hereof.

  • Merger Documents shall have the meaning assigned to it in Section 2.6 hereof.

  • Constituent Documents means with respect to any Person, as applicable, such Person’s certificate of incorporation, articles of incorporation, by-laws, certificate of formation, articles of organization, limited liability company agreement, management agreement, operating agreement, shareholder agreement, partnership agreement or similar document or agreement governing such Person’s existence, organization or management or concerning disposition of ownership interests of such Person or voting rights among such Person’s owners.

  • Existing Agreement has the meaning set forth in the recitals.

  • Charter Agreement means an agreement made in accordance with Section 53G-5-303 that authorizes the operation of a charter school.

  • Organizational Documents means (a) with respect to a corporation, the charter, articles or certificate of incorporation, as applicable, and bylaws thereof, (b) with respect to a limited liability company, the certificate of formation or organization, as applicable, and the operating or limited liability company agreement thereof, (c) with respect to a partnership, the certificate of formation and the partnership agreement, and (d) with respect to any other Person the organizational, constituent and/or governing documents and/or instruments of such Person.

  • Existing Contract means a contract that was made before the operative date;

  • Existing Security Documents shall have the meaning assigned to such term in the recitals hereto.

  • L/C Documents means the Letters of Credit, any draft or other document presented in connection with a drawing thereunder, the Applications and this Agreement.

  • Parent Organizational Documents means the certificate of incorporation and bylaws, each as amended as of the date of this Agreement, of each of Parent and Merger Sub.

  • Restated Charter means the Company’s Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time.

  • Reorganization Documents means the Reorganization Agreement, this Agreement, the Holdco LLC Agreement, the Tax Receivable Agreement, the Exchange Agreement, the Registration Rights Agreement, the Employee Equity Letters, the MIP and the Equity Purchase Agreements.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as amended and restated from time to time.

  • Parent Charter means the Certificate of Incorporation of Parent, as from time to time amended.

  • Support Agreements has the meaning set forth in the Recitals.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Lock-Up Agreement means the Lock-Up Agreement, dated as of the date hereof, by and among the Company and the directors and officers of the Company, in the form of Exhibit B attached hereto.

  • Organic Documents with respect to any Person, its charter, certificate or articles of incorporation, bylaws, articles of organization, limited liability agreement, operating agreement, members agreement, shareholders agreement, partnership agreement, certificate of partnership, certificate of formation, voting trust agreement, or similar agreement or instrument governing the formation or operation of such Person.

  • Acquisition Agreements has the meaning specified in the Recitals.

  • Existing Contracts means the existing licenses and contracts given by the Railway Administration / Authority, in relation to commercial establishments, as existing on Station Development Land, as on the date of the Agreement, and as further set out in the Schedules, which shall, for avoidance of doubt, exclude any licenses and/ or contracts in relation to any Excluded Activities and/or Railway Operational Activities;

  • Company Charter means the certificate of incorporation of the Company, as amended.