Examples of Merger Sub Certificate in a sentence
The Parent Certificate, the Parent Bylaws, the Merger Sub Certificate and the Merger Sub Bylaws so delivered are in full force and effect and Parent is not in violation of the Parent Certificate or Parent Bylaws and Merger Sub is not in violation of the Merger Sub Certificate or the Merger Sub Bylaws.
The Blocker Merger Sub Certificate and the Blocker Merger Sub LLCA, in each case as in effect immediately prior to the SVF Blocker Merger Effective Time, shall be the certificate of formation and the limited liability company agreement, respectively, of the SVF Blocker Surviving Company until thereafter changed or amended as provided therein or by applicable Law; provided that references in such documents to the name of the member of Blocker Merger Sub shall be replaced by references to the name of HoldCo.
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No state anti-takeover statute or regulation, nor any takeover-related provision in the Parent Certificate or Parent Bylaws or Merger Sub Certificate or Merger Sub Bylaws, is applicable to the Company, this Agreement, the Voting Agreement or the Merger.
The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation as of the Effective Time and until their successors are duly appointed or elected in accordance with applicable law, or until their earlier death, resignation or removal in accordance with the Merger Sub Certificate of Incorporation and Merger Sub Bylaws.
At the Effective Time, the Merger Sub Certificate shall be the articles of incorporation of the Surviving Corporation.
TERM ARTICLE501CompanyPreamble501Company Closing Certificate7.4(IV)501Company Common Stock2.7501Company Financial Statements4.4(A)501Company Returns4.13(A)501Company Proforma Balance Sheet4.4(A)(II)501Company SharesRecitals501Company Stock Certificate2.8501MergerRecitals501Merger Consideration2.7 Affidavit of Lost 501 Certificate 2.9 Affidavit of Lost Merger Sub Certificate 2.10 EMPIRE GLOBAL CORP.
Neither Parent nor Merger Sub is in violation of the Merger Sub LP Agreement or the Merger Sub Certificate of Limited Partnership in any material respect.
No state anti−takeover statute or regulation, nor any takeover−related provision in the Parent Certificate or Parent Bylaws or Merger Sub Certificate or Merger Sub Bylaws, is applicable to the Company, this Agreement, the Voting Agreement or the Merger.
True and complete copies of (i) the Merger Sub Certificate and Merger Sub Bylaws and (ii) the Restated Certificate of Formation (with Amendments) of Green (the “Green Certificate”) and the bylaws of Green as in effect as of the date of this Agreement, have previously been made available by Green to Patriot.