Certificate of Merger 2 definition

Certificate of Merger 2 means the certificate of merger or other appropriate documents prepared and executed in accordance with Section 251(c) of the Delaware General Corporation Law to effect Merger 2.

Certificate of Merger 2 has the meaning set forth in Section 2.2(b).

Examples of Certificate of Merger 2 in a sentence

• When used in this Merger Agreement, the term “Merger 2 Effective Time” shall mean the time at which the Certificate of Merger 2 is accepted for filing by the Secretary of State of the State of Delaware or such time as otherwise specified in the Certificate of Merger 2.

• Each of Parent, Merger Sub 1 and Merge Sub 2 has all requisite corporate power and authority to enter into this Agreement, the Certificate of Merger 1, the Certificate of Merger 2 and the other agreements, certificates and documents contemplated hereby, and to consummate the Transactions contemplated hereby and thereby.

• Merger 2 shall, from and after the Merger 2 Effective Time, have all the effects provided herein, in the Certificate of Merger 2 and in the applicable provisions of the LLC Act.

• The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary action on the part of Merger Sub 2 and no other proceedings on the part of Merger Sub 2 are necessary to authorize the execution and delivery of this Agreement or to consummate Merger 2 and the other transactions contemplated hereby, subject only to the filing of the Certificate of Merger 2 pursuant to the LLC Act.

• Merger #2 shall become effective on the date on which the Certificate of Merger #2 has been duly filed with the Secretary of State of Delaware and such time is hereinafter referred to as the “Merger #2 Effective Time”.

• Merger 2 shall, from and after the Merger 2 Effective Time, have all the effects provided herein, in the Certificate of Merger 2 and in the applicable provisions of the DGCL.

• This study of economics of tobacco cultivation and tobacco consumption would be a modest attempt to add to our understanding about the role of the socio-economic factors in the decision making about tobacco.

• If the Secretary of State requires any changes in the OpCo Certificate of Merger 2 as a condition to filing or issuing a certificate that the OpCo Merger 2 is effective, the Parties shall execute any necessary revisions incorporating such changes; provided that such changes are not inconsistent with this Agreement.

• The Temporary Surviving Corporation and MergerSub #2 shall cause the Certificate of Merger #2 to be executed, acknowledged and filed with the Secretary of State of the State of Delaware.