Manner of definition

Manner of. Reorganization The Reorganization will be structured as follows: 1. Old PubCo forms New PubCo, a new Delaware corporation, as a direct, wholly-owned subsidiary. 2. New PubCo forms two direct, wholly-owned merger subsidiaries: Merger Sub 1, a Delaware corporation (“Merger Sub 1”) and Merger Sub 2, a Delaware limited liability company (“Merger Sub 2”). 3. Merger Sub 1 merges with and into Old PubCo with Old PubCo surviving (the “First Merger”) pursuant to Section 251(g) of the General Corporation Law of Delaware (“DGCL”). 4. As a result of the First Merger, the shares of Old PubCo Class A common stock and Old PubCo Class B common stock outstanding immediately before the First Merger convert, by operation of law, into an equal number of shares of New PubCo Class A common stock and New PubCo Class B common stock, with the same rights as Old PubCo Class A common stock and Old PubCo Class B common stock, respectively. 5. Merger Sub 2 merges with and into Opco with Opco surviving (the “Second Merger”).2 6. As a result of the Second Merger, all common units of Opco, other than those held by Old PubCo, will convert into an equal number of shares of New PubCo Class A common stock.
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Examples of Manner of in a sentence

  • The Security Holders shall not be entitled to further interest or other payments in respect of such delay.(3) Manner of payment, discharge: All payments shall be made to the Principal Paying Agent.

  • A pharmacy shall maintain sufficient stock of drugs and devices to fulfill the foreseeable needs of the patients served by the pharmacy.8.7(3) Manner of storage.

  • Manner of giving security In fixing security the Court shall direct the form and manner in which the security is to be given and may from time to time vary the amount and form of the security.

  • Cease to issue or redeem Units in the Scheme Procedure and Manner of Winding upThe Trustees shall call a meeting of the Unitholders of the Scheme to approve by simple majority of the Unitholders present and voting at the meeting, resolution for authorising the Trustees or any other person to take steps for the winding up of the Scheme.

  • Manner of initiating fast track corporate insolvency resolution process.

  • Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.4. Your User ID details are given below : Manner of holding shares i.e. Demat (NSDL or CDSL) or PhysicalYour User ID is: a) For Members who hold shares in demat account with NSDL.8 Character DP ID followed by 8 Digit Client IDFor example if your DP ID is IN300*** and Client ID is 12****** then your user ID is IN300***12******.

  • The following table sets out the method by which notices may be served under this Contract and the respective deemed time and proof of service: Manner of Delivery Deemed time of delivery Proof of Service Email 9.00am on the first Working Day after sending Dispatched in an emailed pdf form to the correct e-mail address without any error message For the purposes of Clause 34.2, the address and email address of each Party shall be the address and email address set out in the Order Form.

  • He makes a request for access to a record which is not required to be disclosed to the general public under the Freedom of Information Act, 5U.S.C. 552, and part 5 of this title.(2) Manner of verifying identity.

  • Manner of Execution of Work: The Consultant/Bank shall be entitled to, direct at what point or points and in what manner the works are to be commenced, and from time carried on.

  • Manner of excavating--barricades and lights--temporary sidewalks.

Related to Manner of

  • Completion of Construction means all the construction is complete except for minor weather-related components and conforms to the approved plans and specifications and change orders.

  • Purchase or Sale of a Security means obtaining or disposing of "Beneficial Ownership" of that Security and includes, among other things, the writing of an option to purchase or sell a Security.

  • Bulk transfer means a transfer of motor fuel from 1 location to another by pipeline tender or marine delivery within the bulk transfer/terminal system, including, but not limited to, all of the following transfers:

  • Specific Redemption Provisions means, with respect to a Special Dividend Period either, or any combination of, (i) a period (a "Non-Call Period") determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during which the shares of AMPS subject to such Dividend Period shall not be subject to redemption at the option of the Corporation and (ii) a period (a "Premium Call Period"), consisting of a number of whole years and determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during each year of which the shares of AMPS subject to such Dividend Period shall be redeemable at the Corporation's option at a price per share equal to $25,000 plus accumulated but unpaid dividends plus a premium expressed as a percentage of $25,000, as determined by the Board of Directors of the Corporation after consultation with the Auction Agent and the Broker-Dealers.

  • Actions or Proceedings means any action, suit, proceeding, arbitration or Governmental or Regulatory Authority investigation or audit.

  • Notice of Purchase Withdrawal Has the meaning specified in the Deposit Agreement.

  • Sale of the Painting means the transfer of title and ownership of the Painting to an un-Affiliated third-party and receipt by the Company of value therefor as determined by the Board.

  • Purchase Price and Terms Agreement Those certain agreements setting forth the general terms and conditions of the transactions consummated herein and identifying the Mortgage Loans to be purchased from time to time hereunder, by and between the Seller and the Purchaser.

  • Investor Q&A Forum As defined in Section 4.02(a) of this Agreement.

  • This Certificate constitutes a regular interest" in a "real estate mortgage investment conduit" as those terms are defined in Section 860G(a)(1) and Section 860D, respectively, of the Internal Revenue Code of 1986, as amended. Unless this Certificate has been countersigned by an authorized officer of the Trustee, by manual signature, this Certificate shall not be entitled to any benefit under the Agreement or be valid for any purpose.

  • Redemption Provisions Initial Redemption Date: Initial Redemption Percentage: Annual Redemption Percentage Reduction, if any: Repayment Provisions: Optional Repayment Date(s):

  • Agency head or "Procurement Officer" means the person who signs this contract on behalf of the Requesting Agency and includes a successor or authorized representative.

  • Construction and demolition debris means and includes:

  • Gaming Law means any federal, state, local, international, foreign or other law, statute, constitutional provision, regulation, rule, order, ordinance, enforcement requirement or interpretation pursuant to which any Gaming Authority possesses or asserts legal, regulatory or licensing authority over gaming and/or related activities.