New Constituent Documents definition

New Constituent Documents means such certificates or articles of incorporation, formation, or conversion, limited liability company agreements, by-laws, or such other applicable formation and governance documents of each of the Reorganized Debtors, in substantially the form contained in the Plan Supplement. The New Constituent Documents shall be in form and substance reasonably acceptable to the Debtors, the Plan Sponsor, DIP Lenders, and Prepetition Lenders, and to the extent of any economic impact on the Warrants, the Committee.
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New Constituent Documents means such certificates or articles of incorporation, formation, or conversion, limited liability company agreements, by-laws, or such other applicable formation and governance documents of each of the Reorganized Debtors, in substantially the form contained in the Plan Supplement. The New Constituent Documents shall each be in form and substance acceptable to the DIP Agent and First Lien Agent, acting at the direction of the DIP Required Lenders and First Lien Required Lenders, respectively.
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New Constituent Documents means the applicable bylaws, certificates of incorporation, estatutos or similar documents for each of the Debtors as Reorganized Debtors, as amended and restated as of the Effective Date, among other things, to (i) prohibit the issuance of non-voting equity securities by such Reorganized Debtor as required by section 1123(a)(6) of the Bankruptcy Code, and (ii) otherwise give effect to the provisions of this Plan. The forms of New Constituent Documents for Tricom, Tricom USA and TCN are included in the Plan Supplement.
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Examples of New Constituent Documents in a sentence

  • The Reorganized Debtors shall execute, deliver, and file the New Constituent Documents without the need of any further corporate or equity holder action.

  • Except as otherwise provided under the Plan, the Debtors will continue to exist after the Effective Date as Reorganized Debtors in accordance with the applicable laws of the respective jurisdictions in which they are incorporated or organized (or reorganized) and pursuant to the New Constituent Documents, for the purposes of satisfying their obligations under the Plan and the continuation of their business.

  • On or before the Effective Date, the members of the board of directors of the Debtors shall be appointed in accordance with the provisions of their respective New Constituent Documents.

  • Except as otherwise provided under the Plan, the Debtors will continue to exist after the Effective Date as Reorganized Debtors in accordance with the applicable laws of the respective jurisdictions in which they are incorporated or organized (or reorganized) and pursuant to the New Constituent Documents if any, for the purposes of satisfying their obligations under the Plan and the continuation of their business.

  • Each such Person shall serve from and after the Effective Date (or, if later, the date of appointment) pursuant to the terms of the New Constituent Documents and other constituent documents of the Reorganized Debtors, subject to the determination by the New Board as to which of such officers shall be Continuing.

  • At any time following approval of the Debtors’ applicable New Constituent Documents in the manner stated above, any Debtor may amend or modify its respective New Constituent Documents in a manner consistent with such documents and as permitted by applicable law.

  • On or before the Effective Date, the officers of each of the Debtors shall be selected and appointed by the respective boards of directors of such Debtors in accordance with, and pursuant to, the provisions of applicable law and their respective New Constituent Documents.

  • Except as otherwise expressly provided in the New Constituent Documents, the Reorganized Debtors shall not be obligated to register the New Equity Interests under the Securities Act or to list the New Equity Interests for public trading on any securities exchange.

  • Except as otherwise expressly provided in the New Constituent Documents, the Reorganized Debtors shall not be obligated to register the New Equity Interests or Warrants under the Securities Act or to list the New Equity Interests or Warrants for public trading on any securities exchange.

  • As soon as practicable after such approval but within the required term to do so under applicable law, if any, the Debtors shall, as and to the extent required, file with the Secretary of State in the State of its incorporation, the Mercantile Registry or with such other relevant governmental authority or other body as may be required by applicable law, such Debtor’s New Constituent Documents.


More Definitions of New Constituent Documents

New Constituent Documents means the by-laws, certificates of incorporation, partnership agreements, or limited liability company membership agreements, as applicable, for each of the Debtors, as amended and restated as of the Effective Date, among other things, to (i) prohibit the issuance of non-voting equity securities by such Debtor as required by section 1123(a)(6) of the Bankruptcy Code, and (ii) otherwise give effect to the provisions of this Plan. The New Constituent Documents shall be filed with the Bankruptcy Court as Plan Documents.
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New Constituent Documents means, with respect to each Reorganized Debtor, the certificate of incorporation, formation, registration (including, if applicable, certificate of name change), articles of incorporation or association, memorandum of association, memorandum of continuance, charter, by-laws, limited liability company agreements, or one or more similar agreements, instruments or documents constituting the organization or formation of such Reorganized Debtor, as amended and restated as of the Effective Date, in each case, amended and restated to, among other things, (a) prohibit the issuance of non-voting equity securities by such Reorganized Debtor to the extent required under section 1123(a)(6) of the Bankruptcy Code and (b) otherwise give effect to the provisions of the Plan.
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New Constituent Documents means each of the operating agreements for each of New Borrower Parent and New Borrower.
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New Constituent Documents means (a) with respect to Reorganized RII, the Reorganized RII Constituent Documents and (b) with respect to any other Reorganized Debtor, the certificate of incorporation, formation or registration (including, if applicable, certificate of name change), articles of incorporation or association, memorandum of association, memorandum of continuance, charter, by-laws, or one or more similar agreements, instruments or documents constituting the organization or formation of such Reorganized Debtor, as amended and restated as of the Effective Date, in each case (i) amended and restated to, among other things, (x) prohibit the issuance of non-voting equity securities by such Reorganized Debtor to the extent required under section 1123(a)(6) of the Bankruptcy Code and (y) otherwise give effect to the provisions of the Plan, and (ii) in form and substance reasonably satisfactory to the Requisite Committed Purchasers, the Requisite Plan Support Parties, the Requisite Subordinated Note Committed Purchasers and the Steering Committee.
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New Constituent Documents means the applicable bylaws, certificates of incorporation, estatutos or similar documents for each of the Debtors, as amended and restated as of the Effective Date, among other things, to
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New Constituent Documents means the governing documents setting forth, among other things, the structure, governance, and corporate powers and duties of the Debtors and the Plan Administrator on and after the Effective Date, including, among other things, the business of the Debtors, the liquidation of the Debtors’ assets, the distribution of proceeds, and the oversight and successorship of the Plan Administrator, each as determined by the Committee, which shall be included in the Plan Supplement.
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Related to New Constituent Documents

  • 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.

  • Constitutive Documents means the Trust Deed or such other documents as defined in the Regulations.

  • Governing Documents means, with respect to any Person, the certificate or articles of incorporation, by-laws, or other organizational documents of such Person.

  • 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.

  • Company Governing Documents means the Company Bylaws and the Company Certificate.

  • 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).

  • 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.

  • Governing Instruments means, with regard to any entity, the articles of incorporation and bylaws in the case of a corporation, certificate of limited partnership (if applicable) and the partnership agreement in the case of a general or limited partnership, the articles of formation and the operating agreement in the case of a limited liability company, the trust instrument in the case of a trust, or similar governing documents, in each case as amended from time to time.

  • Governing Document means any charter, articles, bylaws, certificate or similar document adopted, filed or registered in connection with the creation, formation, organization or governance of any entity.

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

  • Constating Documents means, with respect to any Person, its articles and/or certificate of incorporation, amendment, amalgamation or continuance, memorandum of association, charter, by-laws, declaration of trust and other constating documents (in the case of a trust), partnership agreement, limited liability company agreement or other similar document, and all unanimous shareholder agreements, other shareholder agreements, voting trust agreements and similar arrangements applicable to the Person’s Equity Interests, all as in effect from time to time.

  • 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.

  • New Organizational Documents means the documents providing for corporate governance of New Valaris Holdco and the Reorganized Debtors, including charters, bylaws, operating agreements, or other organizational documents or shareholders’ agreements, as applicable, consistent with section 1123(a)(6) of the Bankruptcy Code (as applicable).

  • Articles of Incorporation means the Articles of Incorporation of the Company, as amended from time to time.

  • Instrument of Incorporation means the instrument of incorporation of the ICAV;

  • Operating Documents are, for any Person, such Person’s formation documents, as certified by the Secretary of State (or equivalent agency) of such Person’s jurisdiction of organization on a date that is no earlier than thirty (30) days prior to the Effective Date, and, (a) if such Person is a corporation, its bylaws in current form, (b) if such Person is a limited liability company, its limited liability company agreement (or similar agreement), and (c) if such Person is a partnership, its partnership agreement (or similar agreement), each of the foregoing with all current amendments or modifications thereto.

  • Constituent organization means an organization that is party to a merger.

  • 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.

  • RFP Documents means the following documents to be entered into by the parties to the respective agreements in connection with the supply of power:

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

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

  • Governing instrument means collectively this Agreement, the Bylaws, all amendments to this Agreement and the Bylaws and every resolution of the Trustees or any committee of the Trustees that by its terms is incorporated by reference into this Agreement or stated to constitute part of the Trust's Governing Instrument or that is incorporated herein by Section 2.3 of this Agreement;

  • Memorandum and Articles means the amended and restated memorandum and articles of association of the Company currently in effect, as may be amended or restated from time to time.

  • Articles of Organization means the original documents filed to organize a limited liability company, as amended or restated by certificates of correction, amendment, or merger, by restated articles, or by other instruments filed or issued under any statute.

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

  • Operating Agreement means this Operating Agreement as originally executed and as amended from time to time.