DELAWARE CORPORATION. This Agreement between Integrated Carbonics Corp., a Nevada corporation (herein referred to as "Nevada") and Integrated Carbonics Corp., a Delaware corporation, (herein referred to as "Delaware") is entered into this 30th day of October, 1997 (herein referred to as the "Effective Date") in Las Vegas, Nevada. This plan of reorganization shall be a reorganization within the meaning of Section 368(a)(1)(A) of the Internal Revenue Code, as amended. Delaware shall merge into purchaser pursuant to agreement of merger where the separate corporation existence of Delaware shall cease, and shareholders shall receive common stock of Nevada. In order to consummate the above plan or reorganization and in consideration of the mutual benefits to be derived and the mutual agreements contained herein, Nevada, Delaware and the shareholders approve and adopt this agreement and plan of reorganization.
DELAWARE CORPORATION. By: /s/ Brian E. Gast -------------------------------------- Brian E. Gast President and Chief Executive Officer Address: 5660 Greenwood Plaza Blvd. Suite 220 Englewood, CO 80111 PURCHASER: /s/ Leonard Allsup ----------------------------------------- LEONARD ALLSUP Address: --------------------------------- ----------------------------------------- ----------------------------------------- CO-FOUNDERS: /s/ Brian E. Gast ----------------------------------------- BRIAN E. GAST /s/ Bruce E. Dines ----------------------------------------- BRUCE E. DINES ATTACHMENTS: Exhibit A -- Stock Assignment Separate from Certificate Exhibit B -- Joint Escrow Instructions Exhibit C -- Section 83(b) Election
DELAWARE CORPORATION. BY: ---------------------------- TITLE: ---------------------------- Address: 805 W IDAHO ST, SUITE 200 BOISE, ID 83702 Federal ID or Social Security Number: 95-3889638
DELAWARE CORPORATION. The Parties hereby agree to amend the Preamble to the Joint Venture Agreement by replacing the words "Pennsylvania, U.S.A." in the first sentence and inserting "Delaware, U.S.A." in lieu thereof.
DELAWARE CORPORATION. BY: /s/ GEORGE HEINRICHS -------------------------------------- GEORGE HEINRICHS, PRESIDENT BY: /s/ NANCY K. HAMILTON -------------------------------------- NANCY K. HAMILTON, CFO LENDER:
DELAWARE CORPORATION. Notwithstanding anything to the contrary in the Lease or any documents thereto, New Focus, Inc. is a Delaware Corporation not a California Corporation. LESSOR: LESSEE: PEGH INVESTMENTS, LLC NEW FOCUS, INC. By: /s/ DENNIS DUPIUS By: /s/ WILLIAM L. POTTS. JR ------------------------------ ------------------------------------- Printed Name: Dennis Dupius Printed Name: WILLIAM L. POTTS. JR
DELAWARE CORPORATION. 4.1. The Company has been formed as a corporation pursuant to the laws of the State of Delaware.


  • Corporation, etc The Buyer is a corporation (other than a bank, savings and loan association or similar institution), Massachusetts or similar business trust, partnership, or charitable organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended.

  • Corporation A. For any Concessionaire that presents itself or represents itself as a corporation operating or doing business in the State of New Jersey, all papers of incorporation, including authorized agents for receipt of legal documents, shall be provided to Department, along with renewals, changes, or any other documents that in any way affect the current or future status of Concessionaire as a legal corporation.

  • NCL CORPORATION LTD an exempted company incorporated under the laws of Bermuda with its registered office at Park Place, 55 Par-la-Ville Road, Hamilton HM11, Bermuda (the "Guarantor")

  • Certificate of Incorporation of the Surviving Corporation At the Effective Time, the certificate of incorporation of the Company in effect immediately prior to the Effective Time shall be amended and restated in its entirety as of the Effective Time to be in the form set forth in Exhibit A, and as so amended shall be the certificate of incorporation of the Surviving Corporation, until duly amended, subject to Section 6.10(b), as provided therein or by applicable Law.

  • Certificate of Incorporation of Surviving Corporation At the Effective Time, the Amended and Restated Certificate of Incorporation of SVB Financial (the “SVB Financial Certificate”), as in effect at the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation until thereafter amended in accordance with its terms and applicable law.

  • Articles of Incorporation of the Surviving Corporation The Articles of Incorporation of the Company as in effect immediately prior to the Effective Time will be the Articles of Incorporation of the Surviving Corporation.

  • Articles of Incorporation of Surviving Corporation The Articles of Incorporation of Acquiror in effect immediately prior to the Effective Time shall be the Articles of Incorporation of the Surviving Corporation until duly amended in accordance with their terms.

  • Articles of Organization This Company is organized pursuant to the provisions of the COLORADO LIMITED LIABILITY COMPANY ACT (the “Act”, codified in Colorado Revised Statues §7-80-100 et seq. as it may be amended from time to time) and pursuant to Articles of Organization filed with the Secretary of State on July 3, 2014. The rights and obligations of the Company and the Members shall be provided in this Operating Agreement.

  • S Corporation The Company has not made an election to be taxed as an "S" corporation under Section 1362(a) of the Code.

  • Directors, Trustees and Shareholders and Massachusetts Business Trust It is understood and is expressly stipulated that neither the holders of shares in the Fund nor any Directors or Trustees of the Fund shall be personally liable hereunder. With respect to any Fund which is a party to this Agreement and which is organized as a Massachusetts business trust (“Trust”), the term “Fund” means and refers to the trust established by its applicable trust agreement (Declaration of Trust) as the same may be amended from time to time. It is expressly agreed that the obligations of any such Trust hereunder shall not be binding upon any of the trustees, shareholders, nominees, officers, agents or employees of the Trust, personally, but bind only the trust property of the Trust, as provided in the Declaration of Trust of the Trust. The execution and delivery of this Agreement has been authorized by the trustees and signed by an authorized officer of the Trust, acting as such, and neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them, but shall bind only the trust property of the Trust as provided in its Declaration of Trust.