Company Charter. The Company hereby covenants and agrees to take all necessary action to ensure that the Company Charter and Bylaws contain all provisions necessary and sufficient to give effect to the provisions of this Agreement.
Company Charter. The Company Charter shall have been filed with the Secretary of State of the State of Delaware. Section 11.02 Additional Conditions to Obligations of the FTAC Parties. The obligations of the FTAC Parties to consummate, or cause to be consummated, the Transactions are subject to the satisfaction of the following additional conditions, any one or more of which may be waived in writing by FTAC: (a) Representations and Warranties.
Company Charter. The Company Charter, as in effect immediately prior to the Effective Time, shall be the charter of the Surviving Corporation following the Merger until thereafter amended in accordance with the provisions thereof or by applicable Law, subject to Section 6.12 hereof.
Company Charter. The Company agrees that prior to consummation of the Incorporation Transaction it shall adopt the Amended and Restated Certificate of Incorporation and By-laws in substantially the forms attached as Exhibit A-1 and Exhibit A-2 hereto, with any changes thereto as will not materially adversely affect the rights of the Stockholders hereunder and thereunder (collectively the "Constituent Documents"). From and after the Incorporation Transaction, the Company and the Stockholders shall take all steps reasonably necessary and appropriate from time to time to assure that the Constituent Documents, to the extent permitted under applicable law, do not conflict with the terms and provisions of this Agreement and that the rights of holders of Class A Common Stock are identical to rights of holders of Class B Common Stock (except for (i) holders of shares of Class A Common Stock being entitled to ten votes per 22 23 share and (ii) that shares of Class B Common Stock will convert into shares of Class A Common Stock as set forth on Schedule 3.2 to the Exchange Agreement). [THE REMAINDER OF THIS PAGE LEFT BLANK INTENTIONALLY] 23 24 IN WITNESS WHEREOF, Nextera has caused this Agreement to be signed by its officer thereunto duly authorized and each Stockholder has signed this Agreement, all as of the date first written above.
Company Charter a copy of the deed of incorporation of the Company (which shall have been duly filed with Trade Register and a copy of the articles of association of the Company, each as amended to date, certified as true, accurate and complete by one of the civil law notaries of Stibbe Simont Monahan Duhot;