ISR Effective Time definition

ISR Effective Time means the date and time of the issuance of the Certificate of Merger by the Registrar of Companies of the State of Israel filing referenced in the Business Combination Agreement (or such later time as may be agreed by the parties to the Business Combination Agreement and specified in the Certificate of Merger in accordance with Israeli law).

Examples of ISR Effective Time in a sentence

• Consultants will be evaluated by a selection committee established by the City using the Selection Criteria included in Attachment 2 to identify the firm or firms best qualified to meet the City’s needs on each of these projects.

• An example of such a link is the communication channel between the CPU and the GPU implemented on a computer motherboard.

• Each member of the Holdco Group (including, after the ISR Effective Time, the ISR Surviving Company) acknowledges that it has had the opportunity to discuss and obtain adequate information concerning the significance and material risks of, and reasonable available alternatives to, the waivers, permissions and other provisions of this Section 12.15, including the opportunity to consult with counsel other than Prior Valor Counsel.

• Simultaneously with the ISR Effective Time, Holdco and HW, in their capacity as sole shareholders of the ISR Surviving Company, shall take all necessary and appropriate actions required to adopt Amended and Restated Articles of Association in the form of Exhibit I hereto (the “Amended Articles”) and such Amended Articles shall be the Articles of Association of the ISR Surviving Company from and after the ISR Effective Time until further amended in accordance with applicable law.

• Each ordinary share of ISR Merger Sub issued and outstanding immediately prior to the ISR Effective Time shall be converted into one (1) validly issued fully paid and nonassessable ordinary share of the ISR Surviving Company.

• At the ISR Effective Time, the stock transfer books of Valor shall be closed and there shall be no further registration of transfers of Valor Ordinary Shares or Valor Preferred Shares thereafter on the records of Valor.

• Each “dormant share” of Valor Ordinary Shares or Valor Preferred Shares held by Valor immediately prior to the ISR Effective Time shall be cancelled and extinguished at the ISR Effective Time without any conversion thereof and no payment shall be made with respect thereto.

• At any time prior to the ISR Effective Time, Valor may exchange any Interests in Mitral held by the Founders for shares of Valor Capital Stock.

• At the ISR Effective Time, the effect of the ISR Merger shall be as provided in this Agreement and as provided by the applicable provisions of the Israeli Companies Law.

• At any time prior to the ISR Effective Time, HW and Valor may agree to (a) extend the time for the performance of any obligation or other act of the other parties hereto, (b) waive any inaccuracy in the representations and warranties of the other party contained herein or in any document delivered pursuant hereto, or (c) waive compliance by the other party, as the case may be, with any agreement or condition contained herein.