Merger Filing Documents definition

Merger Filing Documents means the Plan of Merger and such other documents as may be required to effect the Merger in accordance with the applicable provisions of the Cayman Companies Act.
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Merger Filing Documents has the meaning set forth in Section 2.2(c).
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Merger Filing Documents. Section 2.2(a)
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Examples of Merger Filing Documents in a sentence

  • The Final Holdco Merger shall become effective at 12:02 a.m. New York City time on the day immediately following the Closing Date or at such other time as Starwood and Marriott shall agree and specify in the Final Holdco Merger Filing Documents; provided that such other time shall be after the Initial Holdco Merger Effective Time (such time as the Final Holdco Merger becomes effective being the “Final Holdco Merger Effective Time”).

  • Except for the Company Shareholders’ Approval, all corporate actions on the part of the Company necessary for the authorization, execution and delivery of this Agreement and the other Transaction Documents to which it is or will be a party and the performance of all its obligations hereunder and thereunder (including any board approval) have been taken prior to the execution and delivery of this Agreement, subject to the filing of the Acquisition Merger Filing Documents.

  • All corporate actions on the part of SPAC necessary for the authorization, execution and delivery of this Agreement and the other Transaction Documents to which it is or will be a party and the performance of all its obligations thereunder (including any board approval) have been taken, subject to (a) obtaining SPAC Shareholders’ Approval and (b) the filing of the Initial Merger Filing Documents.

  • All corporate actions on the part of each Acquisition Entity necessary for the authorization, execution and delivery of this Agreement and the other Transaction Documents to which it is or will be a party and the performance of all its obligations thereunder (including any board or shareholder approval, as applicable) have been taken, subject to the filing of the Initial Merger Filing Documents and the Acquisition Merger Filing Documents.

  • All corporate actions on the part of CGAC necessary for the authorization, execution and delivery of this Agreement and the other Transaction Documents to which it is or will be a party and the performance of all its obligations hereunder and thereunder (including any board approval) have been taken prior to the execution and delivery of this Agreement, subject to (a) obtaining CGAC Shareholders’ Approval, and (b) the filing of the Merger Filing Documents.

  • SPAC and Merger Sub II shall cause the Second Merger to be consummated by filing the Second Plan of Merger and other Cayman Second Merger Filing Documents to be filed with the Cayman Registrar.

  • All corporate actions on the part of SPAC necessary for the authorization, execution and delivery of this Agreement and the other Transaction Documents to which it is or will be a party and the performance of all its obligations thereunder (including any board approval) have been taken, subject to (a) obtaining SPAC Shareholders Approval and (b) the filing of the Initial Merger Filing Documents.

  • The Company and Merger Sub I shall cause the First Merger to be consummated by filing the First Plan of Merger and other Cayman First Merger Filing Documents to be filed with the Cayman Registrar.

  • All corporate actions on the part of each Acquisition Entity necessary for the authorization, execution and delivery of this Agreement and the other Transaction Documents to which it is or will be a party and the performance of all its obligations thereunder (including any board or shareholder approval, as applicable) have been taken, subject to the filing of the Initial Merger Filing Documents, the Second Merger Filing Documents and the Third Merger Filing Documents.

  • Purchaser and Merger Sub shall cause the Merger to be consummated by filing the Plan of Merger and other Cayman Merger Filing Documents to be filed with the Cayman Registrar.


More Definitions of Merger Filing Documents

Merger Filing Documents means the TKB Merger Filing Documents and the Wejo Merger Filing
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Merger Filing Documents means the TKB Merger Filing Documents and the Wejo Merger Filing Documents. (ll) “Merger Sub Shares” means the ordinary shares of Merger Sub, par value $1.00 per share. (mm) “NSIA 2021” means the National Security and Xxxxxxxxxx Xxx 0000 (Xxxxxx Xxxxxxx). (xx) “Open Source Software” means any Software that is subject to or licensed, provided or distributed under (i) any license meeting the definition of an open source license (as promulgated by the Open Source Initiative as of the date of this Agreement) or the Free Software Definition (as promulgated by the Free Software Foundation as of the date of this Agreement) or any similar license for “free,” “publicly available” or “open source” software, including all versions of the GNU General Public License, the Lesser GNU General Public License, the Apache License, the BSD License, the Mozilla Public License (MPL), the MIT License or any other license that includes similar terms, or (ii) any terms or conditions that impose any requirement that any Software using, linked with, incorporating, distributed with or derived from such public Software (a) be made available or distributed in source code form; (b) be licensed for purposes of making derivative works; or (c) be redistributable at no, or a nominal, charge. (oo) “Permitted Lien” shall mean (i) statutory or common law Liens of mechanics, materialmen, warehousemen, landlords, carriers, repairmen, construction contractors and other similar Liens that arise in the ordinary course of business, that relate to amounts not yet delinquent or that are being contested in good faith through appropriate Actions, in each case only to the extent adequate reserves have been established in accordance with the relevant entity’s
Sample 1
Merger Filing Documents means the TKB Merger Filing Documents and the Wejo Merger Filing Documents.
Sample 1

Related to Merger Filing Documents

  • Joint Proxy Statement has the meaning set forth in Section 6.03(a).

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

  • Company Proxy Statement has the meaning set forth in Section 3.5.

  • Merger Registration Statement means the registration statement, together with all amendments, filed with the SEC under the Securities Act for the purpose of registering the offer of shares of NBT Common Stock to be offered to holders of CNB Common Stock in connection with the Merger.

  • Joint Proxy Statement/Prospectus has the meaning set forth in Section 6.1(a).

  • Offer Documents has the meaning set forth in Section 1.01(h).

  • Tender Offer Documents means the documents provided to the holders of the Auction Preferred Shares by or on behalf of the Fund in connection with the Tender Offer.

  • Proxy Statement has the meaning set forth in Section 6.03(a).

  • Public Documents As defined in Section 4.02(a) of this Agreement.

  • Bidding Documents means the set of Bidding Documents that preceded the placement of the Contract of which these GCC form a part, which were sold or issued by the Purchaser to potential Bidders, and in which the specifications, terms and conditions of the proposed procurement were prescribed.

  • Bank Merger Agreement has the meaning set forth in Section 6.10.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Ruling Documents means the Ruling and the Ruling Request.

  • Other Filings has the meaning set forth in Section 6.8(a).

  • Merger Sub 2 has the meaning set forth in the Preamble.

  • Company SEC Documents has the meaning set forth in Section 3.04(a).

  • Restructuring Documents means, collectively, the documents and agreements (and the exhibits, schedules, annexes and supplements thereto) necessary to implement, or entered into in connection with, this Plan, including, without limitation, the Plan Supplement, the Exhibits, the Plan Schedules, the Amended/New Organizational Documents, the Exit Facility Loan Documents, and the Plan Securities and Documents.

  • Articles of Merger has the meaning set forth in Section 2.2.

  • Certificate of Merger has the meaning set forth in Section 2.2.

  • 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.

  • Proxy Statement/Prospectus has the meaning set forth in Section 6.03(a).

  • Company Bylaws means the bylaws of the Company, as amended.

  • Public Disclosure Documents means, collectively, all of the documents which have been filed by or on behalf of the Borrower with the relevant Securities Regulators pursuant to the requirements of Securities Laws, including all documents publicly available on the Borrower’s SEDAR profile.

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

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Closing Documents means the papers, instruments and documents required to be executed and delivered at the Closing pursuant to this Agreement;