Blocker Organizational Documents definition

Blocker Organizational Documents means the certificate of incorporation, bylaws and any other organizational document of each Blocker, as amended, modified or supplemented from time to time.
Blocker Organizational Documents means the certificate of formation, limited liability company agreement and any other organizational documents or instruments, including each material agreement, trust, proxy or other arrangement among the members or managers of Blocker and each other agreement or document to which Blocker is a party and affecting any ownership rights or interests, or any management rights or economic rights, of Blocker, or any rights to share in the profits of or to receive distributions or the return of capital from Blocker.

Examples of Blocker Organizational Documents in a sentence

  • At the Closing, Blocker will own all of the Blocker Owned Units free and clear of all Liens (other than Permitted Liens and restrictions that may, following the Closing, be applicable on any subsequent transfer by Buyer under applicable securities laws or under the Blocker Organizational Documents).

  • A certificate of the secretary or other officer of the Blocker, dated as of the Closing Date, in form and substance reasonably satisfactory to Buyer, as to (i) no amendments to the Blocker Organizational Documents, and (ii) the actions taken by the Board of Directors of Blocker to authorize this Agreement and each Related Agreement to which Blocker may be party or subject, and the other transactions contemplated thereby, copies of which actions shall be attached to such certificate.

  • It is not volatility, but the actual level of economic growth at the moment of elections which significantly affects the levels of political trust between electoral periods.

  • Other than (x) the VMG Blocker Organizational Documents, (y) the organizational documents of those Persons in whom VMG Blocker owns an equity interest as described in clause (a) above and (z) this Agreement and any other agreement entered into in connection herewith to which VMG Blocker is a party, VMG Blocker is not party to any Contracts.

  • Such Blocker has made available to nCino accurate and complete copies of: (a) its respective Blocker Organizational Documents, and (b) the capitalization table of such Blocker, current as of the date hereof.

  • Except as provided in this Agreement, any Ancillary Agreement, the Company Organizational Documents or the Blocker Organizational Documents, as applicable, such Seller or Additional Seller is not party to or bound by any agreement or instrument affecting or relating to such Seller’s or Additional Seller’s right to transfer or vote the Acquired Units owned by such Seller or Additional Seller.

  • All of the outstanding equity interests of such Blocker (i) have been duly authorized and validly issued and are fully paid and non-assessable (to the extent such concept is applicable given the type of entity) and (ii) have been issued and granted in compliance in all material respects with all applicable securities Laws and other applicable Laws and with all requirements set forth such Blocker’s Blocker Organizational Documents.

  • All of the Blocker Interests are held by the Blocker Member free and clear of all liens, other than transfer restrictions under applicable securities laws and the Blocker Organizational Documents.

  • Blocker has provided Buyer with true, correct and complete copies of the Blocker Organizational Documents.

  • VMG Blocker has made available to Buyer a true, complete and correct copy of its articles of incorporation and bylaws, each as in effect on the date of this Agreement (“VMG Blocker Organizational Documents”), and VMG Blocker is not in violation of any of the VMG Blocker Organizational Documents.

Related to Blocker Organizational Documents

  • New Organizational Documents means the documents providing for corporate governance of New Valaris Holdco and the Reorganized Debtors, including charters, bylaws, operating agreements, or other organizational documents or shareholders’ agreements, as applicable, consistent with section 1123(a)(6) of the Bankruptcy Code (as applicable).

  • Parent Organizational Documents means the certificate of incorporation, bylaws (or equivalent organizational or governing documents), and other organizational or governing documents, agreements or arrangements, each as amended to date, of each of Parent and Acquisition Sub.

  • Company Organizational Documents means the certificate of incorporation and bylaws (or the equivalent organizational documents) of the Company and its Subsidiaries as in effect on the date of this Agreement.

  • Organizational Documents means, with respect to any Person (other than an individual), (a) the certificate or articles of association or incorporation or organization or limited partnership or limited liability company, and any joint venture, limited liability company, operating or partnership agreement and other similar documents adopted or filed in connection with the creation, formation or organization of such Person and (b) all bylaws, regulations and similar documents or agreements relating to the organization or governance of such Person, in each case, as amended or supplemented.

  • Organizational Document means (i) relative to each Person that is a corporation, its charter and its by-laws (or similar documents), (ii) relative to each Person that is a limited liability company, its certificate of formation and its operating agreement (or similar documents), (iii) relative to each Person that is a limited partnership, its certificate of formation and its limited partnership agreement (or similar documents), (iv) relative to each Person that is a general partnership, its partnership agreement (or similar document) and (v) relative to any Person that is any other type of entity, such documents as shall be comparable to the foregoing.

  • Governing Documents means, with respect to any Person, the certificate or articles of incorporation, by-laws, or other organizational documents of such Person.

  • 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.

  • Constitutional Documents means, with respect to a particular legal entity, the articles of incorporation, certificate of incorporation, formation or registration (including, if applicable, certificates of change of name), memorandum of association, articles of association, bylaws, articles of organization, limited liability company agreement, trust deed, trust instrument, operating agreement, joint venture agreement, business license, or similar or other constitutive, governing, or charter documents, or equivalent documents, of such entity.

  • Member organization means any individual, corporation, limited liability company, partnership, or association that belongs to an association.

  • Constituent organization means an organization that is party to a merger.

  • Constitutive Documents means the Trust Deed or such other documents as defined in the Regulations.

  • Parent organization means the entity named in Item I. of the Policy Declarations.

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

  • Business organization means an individual, partnership, association, joint stock company, trust, corporation or other legal business entity or successor thereof.

  • Governing Document means any charter, articles, bylaws, certificate, statement, statutes or similar document adopted, filed or registered in connection with the creation, formation or organization of an entity, and any Contract among all equityholders, partners or members of an entity.

  • ADR Organization means The American Arbitration Association or, if The American Arbitration Association no longer exists or if its ADR Rules would no longer permit mediation or arbitration, as applicable, of the dispute, another nationally recognized mediation or arbitration organization selected by the Sponsor.

  • Material Documents has the meaning set forth in Section 5.23.

  • Foreign organization means an organization created under laws other than the laws of this state for a purpose for which an organization may be created under the laws of this state.

  • Certificate of organization means the certificate required by section 489.201. The term includes the certificate as amended or restated.

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

  • Parent Bylaws means the bylaws of Parent, 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).

  • Formation means an assemblage of earth materials grouped together into a unit that is convenient for description or mapping.

  • Organizational Limited Partner means Xxxxx X. Xxxxxxx.

  • Tribal organization means the elected governing body of any Indian tribe or any legally established organization of Indians that is controlled by one or more such bodies or by a board of directors elected or selected by one or more such bodies (or elected by the Indian population to be served by such organization) and that includes the maximum participation of Indians in all phases of its activities; and

  • Instrument of Incorporation means the instrument of incorporation of the ICAV;