Second Merger Constituent Corporations definition

Second Merger Constituent Corporations has the meaning specified in Section 2.1(c).
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Examples of Second Merger Constituent Corporations in a sentence

  • Without limiting the foregoing, the Final Surviving Corporation shall thereupon and thereafter possess all of the rights, property, privileges, powers and franchises, of a public as well as a private nature, of the Second Merger Constituent Corporations, and shall become subject to all the restrictions, disabilities and duties of each of the Second Merger Constituent Corporations.

  • Without limiting the generality of the foregoing, and subject thereto, from and after the Second Effective Time, all property, rights, privileges, immunities, powers, franchises, licenses and authority of the Second Merger Constituent Corporations shall vest in the Surviving Corporation, and all debts, liabilities, obligations, restrictions and duties of each of the Second Merger Constituent Corporations shall become the debts, liabilities, obligations, restrictions and duties of the Surviving Corporation.

  • Without limiting the foregoing, the Surviving Entity shall thereupon and thereafter possess all of the rights, property, privileges, powers and franchises, of a public as well as a private nature, of the Second Merger Constituent Corporations, and shall become subject to all the restrictions, disabilities and duties of each of the Second Merger Constituent Corporations.

Related to Second Merger Constituent Corporations

  • Constituent Corporations has the meaning set forth in the second recital of this Agreement.

  • Constituent corporation means a corporation or a foreign corporation that:

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

  • Surviving Company has the meaning set forth in Section 2.1.

  • Amalgamating Corporations means both of them;

  • Surviving Corporation has the meaning set forth in Section 2.1.

  • Constituent Company means an existing company that is participating in a merger or consolidation with one or more other existing companies;

  • Surviving Corporation Common Stock has the meaning set forth in Section 1.7(a).

  • Surviving Entity has the meaning set forth in Section 2.1.

  • MergerSub has the meaning set forth in the preamble hereto.

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

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

  • FBCA means the Florida Business Corporation Act.

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

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

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

  • Company Merger has the meaning specified in the Recitals hereto.

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

  • MergerCo shall have the meaning set forth in the introductory paragraph to this Agreement.

  • Effective Time has the meaning set forth in Section 2.2.

  • DLLCA means the Delaware Limited Liability Company Act.

  • Merger Subsidiary has the meaning set forth in the preamble to this Agreement.

  • MBCA means the Michigan Business Corporation Act.

  • Constituent entity means: (i) with respect to an MNE Group having a Reporting Entity resident for tax purposes in the Isle of Man, (A) any separate business unit of an MNE Group that is included in the consolidated financial statements for financial reporting purposes or would be so included if equity interests in such business unit of an MNE Group were traded on a public securities exchange, (B) any separate business unit that is excluded from the MNE Group’s consolidated financial statements solely on size or materiality grounds, and (C) any permanent establishment of any separate business unit of the MNE Group included in (A) or (B) above provided the business unit prepares a separate financial statement for such permanent establishment for financial reporting, regulatory, tax reporting, or internal management control purposes; and (ii) with respect to an MNE Group having a Reporting Entity resident for tax purposes in the United States, any “Constituent Entity” as defined in the relevant U.S. Treasury regulations;

  • Constituent College means a college or institution established and maintained by the University;

  • Total Merger Consideration has the meaning set forth in Section 2.2(a).