Second Merger Effective Time definition

Second Merger Effective Time has the meaning provided in Section 2.3.

Second Merger Effective Time has the meaning set forth in Section 2.04(b).

Second Merger Effective Time has the meaning given to that terms in the BCA.

Examples of Second Merger Effective Time in a sentence

• As of the date hereof and through the Second Merger Effective Time, no “fair price,” “moratorium,” “control share acquisition” or other anti-takeover statute or similar domestic or foreign Law applies with respect to Acquiror, Nxu Tech, Merger Sub I or Merger Sub II in connection with this Agreement, the Merger, the issuance of the Closing Merger Consideration or any of the other Transactions.

• Each share of common stock of the Surviving Corporation, par value $0.0001 per share issued and outstanding immediately prior to the Second Merger Effective Time shall be cancelled and extinguished without any conversion thereof.

• At the Second Merger Effective Time, each membership interest of Merger Sub II that is issued and outstanding immediately prior to the Second Merger Effective Time will constitute one membership interest of the Final Surviving Company.

• Such membership interest shall be the only membership interest of the Final Surviving Company that is issued and outstanding immediately after the Second Merger Effective Time.

• As of the date hereof and through the Second Merger Effective Time, there is no stockholder rights plan, “poison pill” or similar anti-takeover agreement or plan in effect to which Acquiror, Merger Sub I or Merger Sub II are subject, a party or otherwise bound.

More Definitions of Second Merger Effective Time

Second Merger Effective Time means the date and time at which the Second Merger becomes effective, on the Closing Date immediately after giving effect to the First Merger, the Redemption, the Conversion and the PIPE Financing.

Second Merger Effective Time means the effective time of the Second Merger.

Second Merger Effective Time has the meaning set forth in Section 2(k)(i) below.

Second Merger Effective Time has the meaning given such term in Section 1.1(b) of this Agreement

Second Merger Effective Time means the date and time upon which articles of merger with respect to the Second Merger are filed with the Maryland Office of the Secretary of State, or as otherwise stated in the articles of merger, in accordance with the MGCL.

Second Merger Effective Time means the date and time upon which articles of merger with respect to the Second Merger are filed with the Pennsylvania Office of the Secretary of State, or as otherwise stated in the articles of merger, in accordance with the PBCL.

Second Merger Effective Time means the time at which the Second Merger shall become effective. Unless otherwise agreed, the parties shall cause the Second Merger Effective Time to occur on the Closing Date.