New GMR Charter definition

New GMR Charter means the form of the certificate of incorporation of Reorganized GMR, the form of which shall be included as an exhibit to the Plan Supplement.
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Examples of New GMR Charter in a sentence

  • On the Effective Date, the New GMR Charter shall prohibit the issuance of nonvoting equity securities only so long as, and to the extent that, the issuance of nonvoting equity securities is prohibited by the Bankruptcy Code.

  • Pursuant to the Plan, the New GMR Charter shall authorize the issuance and distribution on or after the Effective Date of the New GMR Common Stock in accordance with the Plan and the New GMR Warrants (as well as any New GMR Common Stock to be issued on account of the Equity Incentive Program).

  • Additionally, the New GMR Charter shall prohibit each holder of an Allowed General Unsecured Claim against a Guarantor Debtor from transferring any shares of New GMR Common Stock during the 180-day period after an initial public offering.

  • The New GMR Charter shall provide that, if requested by the New Board, each holder of an Allowed General Unsecured Claim against a Guarantor Debtor shall be required to sign a lock-up agreement with the underwriter(s) associated with such initial public offering.

  • Pursuant to the Plan, (i) the New GMR Charter shall authorize the issuance and distribution on or after the Effective Date of the New GMR Common Stock in accordance with the Plan and the Commitment Fee GMR Warrants and the New GMR Warrants (as well as any New GMR Common Stock to be issued on account of the Equity Incentive Program) and (ii) the GMR HoldCo Limited Partnership Agreement shall authorize the issuance and distribution on or after the Effective Date of the GMR HoldCo Interests.

  • The New GMR Charter may provide that, if requested by the New Board, all holders of the New GMR Common Stock who are party to the Shareholders Agreement and the Registration Rights Agreement shall enter into lock-up agreements with the underwriter(s) associated with such subsequent underwritten public offering.

  • The Company shall provide to the Committee draft copies of all pleadings and/or documents related to the Second Amended Plan or any of the transactions contemplated by the Second Amended Plan, the New GMR Charter, the New GMR By-Laws, the New GMR Warrant Agreement, the Registration Rights Agreement and the Shareholders Agreement as soon as reasonably practicable with reasonable time to review and comment.

  • The forms of Registration Rights Agreement and Shareholders Agreement will be filed with the Court as part of the Plan Supplement provided, however, that the terms of the Registrations Rights Agreement and Shareholders Agreement may instead be contained in the New GMR Charter or by-laws.

  • The New GMR Charter may provide that, if requested by the New Board, all holders of the New GMR Common Stock who are party to the Shareholders Agreement and the Registration Rights Agreement shall enter into lock-up agreements with the underwriter(s) associated with such subsequent public offering and/or underwritten public offering.

  • The forms of Registration Rights Agreement and Shareholders Agreement will be filed with the Court as part of the Plan Supplement provided, however, that the terms of the Registration Rights Agreement and Shareholders Agreement may instead be contained in the New GMR Charter or New GMR By-Laws.

Related to New GMR Charter

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

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • Restated Certificate of Incorporation means the Restated Certificate of Incorporation of the Company, as amended.

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

  • Amended and Restated Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company, as in effect as of the Effective Date.

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

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

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

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

  • 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.

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

  • 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.

  • Charter means the Corporation’s certificate or articles of incorporation, articles of association, or similar organizational document.

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

  • Company Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company as amended and restated and as in effect as of the date hereof.

  • GCL means the General Corporation Law of the State of Delaware.

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

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

  • 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).

  • Certificate of Designations means the Certificate of Designations or comparable instrument relating to the Designated Preferred Stock, of which these Standard Provisions form a part, as it may be amended from time to time.

  • Certificate of Arrangement means the certificate of arrangement to be issued by the Director pursuant to subsection 192(7) of the CBCA in respect of the Articles of Arrangement;

  • 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.

  • Company Articles means the Articles of Incorporation of the Company, as amended.

  • Share Designation has the meaning assigned to such term in ‎Section 3.2(b).