CAX definition
Examples of CAX in a sentence
No filing of, or amendment or supplement to, the Form S-4 or the Proxy Statement will be made by CAX or AIC without providing the other with the opportunity to review and comment thereon.
Neither CAX nor any CAX Subsidiary holds any asset the disposition of which would be subject to Section 1374 of the Code as announced in IRS Notice 88-19.
Following the Effective Time, AIC shall be the surviving corporation (the "Surviving Corporation") and shall succeed to and assume all the rights and obligations of CAX in accordance with the provisions of the DGCL.
Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the provisions of the Delaware General Corporation Law (the "DGCL"), at the Effective Time (as defined in Section 1.3), CAX shall be merged with and into AIC and the separate corporate existence of CAX shall cease.
At any time after the date of this Agreement there shall not have been a Material Adverse Change relating to CAX.
The authorized capital stock of CAX consists of 75,000,000 shares of CAX Common Stock and 25,000,000 shares of preferred stock, par value $.01 per share, of CAX (the "CAX Preferred Stock").
Each of CAX and AIC shall also use reasonable best efforts to qualify, and to maintain its qualification, as a REIT under the Code during the period from the date of this Agreement to the Closing Date, and to obtain the opinion of counsel referred to in Sections 6.2(e) and 6.3(e).
All terms of the original lease shall otherwise pertain to the respective obligations of the parties with respect to the additional space rented herein.
AIC or the Exchange Agent shall be entitled to deduct and withhold from the Merger Consideration and any dividends or distributions otherwise payable pursuant to this Agreement to any holder of shares of CAX Common Stock such amounts as AIC or the Exchange Agent is required to deduct and withhold with respect to the making of such payment under the Code, or any provision of state, local or foreign tax law.
In connection therewith, each of CAX and AIC shall deliver to such counsel customary representation letters in form and substance reasonably satisfactory to such counsel (the representation letters referred to in this sentence are collectively referred to as the "Tax Certificates").