First Merger Effective Time definition

First Merger Effective Time shall have the meaning set forth in Section 2.1(a).

First Merger Effective Time means the date and time at which the notarial deed of the sole shareholder’s resolutions of TopCo approving the First Merger becomes effective, upon its publication in the Recueil Electronique des Sociétés et Associations (the Luxembourg legal gazette), subject to the execution of a plan of merger between OACB and TopCo and the filing and registration of such Plan of First Merger and such other documents as required under the Cayman Companies Act.

First Merger Effective Time shall have the meaning set forth in Section 3.4.

Examples of First Merger Effective Time in a sentence

• Certificates that immediately prior to the First Merger Effective Time represented Company Shares (the “Certificates”) and Company Shares represented by book-entry (the “Book-Entry Shares”) shall be exchanged in accordance with Section 3.3.

• If, after the First Merger Effective Time, Certificates or Book-Entry Shares are presented to the Company or the Exchange Agent for transfer or any other reason, they shall be cancelled and exchanged pursuant to this Article III.

• Each Company Share owned by the Company, the Merger Sub 1, Merger Sub 2 or Parent (“Cancelled Shares”), in each case, immediately prior to the First Merger Effective Time, shall be cancelled without any conversion thereof, and no consideration shall be paid with respect thereto.

• Prior to the First Merger Effective Time, Parent shall appoint a U.S. bank or trust company or other Person that is reasonably acceptable to the Company to act as an exchange agent hereunder (the “Exchange Agent”), for the purpose of exchanging Certificates and Book-Entry Shares and the payment of the aggregate Merger Consideration in accordance with the terms of this Article III.

• Prior to the Effective Time, Parent shall take all necessary actions to cause the Parent Board, as of the First Merger Effective Time, to be increased by one (1) director and to cause one (1) individual who is, as of the date of this Agreement, serving on the Company Board and mutually agreed by the Company and Parent, to be appointed to the Parent Board immediately following the First Merger Effective Time.

More Definitions of First Merger Effective Time

First Merger Effective Time. Section 1.3

First Merger Effective Time means the time specified in the certificate of merger with respect to the First Merger.

First Merger Effective Time has the meaning set forth in Section 1.4(a).

First Merger Effective Time means the time when the plan of merger in respect of the First Merger is registered by the Registrar of Companies of the Cayman Islands or such later time (being not later than the 90th day after registration by the Registrar of Companies of the Cayman Islands) as Merger Sub I and SPAC may agree and specify pursuant to the Companies Act (As Revised) of the Cayman Islands.

First Merger Effective Time means the date and time upon which the articles of combination with respect to the First Merger are filed with the OCC, or the date and time of the First Merger specified in the final unconditional approval of the Mergers issued by the OCC, whichever is later.

First Merger Effective Time means the date and time at which the First Certificate of Xxxxxx is accepted for filing by the Secretary of State of the State of Delaware on the Closing Date.”

First Merger Effective Time means the effective time of the First Merger as defined in the First Merger Agreement.