Merger Sub Documents definition

Merger Sub Documents is defined in Section 6.01.
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Examples of Merger Sub Documents in a sentence

  • The execution, delivery and performance of this Agreement and each of the Purchaser Documents or the Merger Sub Documents (as applicable) by the Purchaser and the Merger Sub and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized and approved by all requisite corporate action, and no other corporate proceedings on their part are necessary to authorize the execution, delivery or performance of this Agreement.

  • No consent, waiver, approval, order, permit or authorization of, or declaration or filing with, or notification to, any Person, including without limitation any Governmental Authority, is required on the part of the Purchaser and/or the Merger Sub in connection with the execution, delivery and performance of this Agreement or the other Purchaser and the Merger Sub Documents, or the compliance by the Purchaser and the Merger Sub with any of the provisions hereof or thereof.

  • The execution, delivery and performance of this Agreement and each of the Purchaser Documents or the Merger Sub Documents (as applicable) by the Purchaser and the Merger Sub and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized and approved by all requisite action, and no other proceedings on their part are necessary to authorize the execution, delivery or performance of this Agreement.

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  • The certificate of limited partnership of Merger Sub and the partnership agreement of Merger Sub (the "Merger Sub Documents") as in effect immediately prior to the Merger shall be and remain the Merger Sub Documents after the Effective Time, until the same shall thereafter be altered, amended, or repealed in accordance with the law and the Merger Sub Documents.

  • Notwithstanding the foregoing, each of Company, on the one hand, and Parent, on the other hand, shall each be responsible for half of all filing fees lawfully payable to or at the request of any Governmental Entity in connection with this Agreement, the Major Shareholder Documents, the Merger Sub Documents and the consummation of the transactions contemplated hereby and thereby, including any filing under the HSR Act.

  • There has not been any violation of any of the PubCo Documents or Merger Sub Documents, and at no time has PubCo or Merger Sub taken any action that is inconsistent in any material respect with the PubCo Documents or Merger Sub Documents, as the case may be.

  • All of the outstanding shares of PubCo capital stock and Merger Sub capital stock have been duly and validly issued in compliance with the PubCo Documents and Merger Sub Documents, as the case may be, and all applicable federal and state Securities Laws and other applicable Legal Requirements and all requirements set forth in the applicable PubCo Documents, and are owned, beneficially and of record, by those stockholders set forth on the most recent stockholders list held by PubCo’s transfer agent.

  • All of the outstanding shares of AEPP capital stock and Merger Sub capital stock have been duly and validly issued in compliance with the AEPP Documents and Merger Sub Documents, as the case may be, and all applicable federal and state Securities Laws and other applicable Legal Requirements and all requirements set forth in the applicable AEPP Documents, and are owned, beneficially and of record, by those stockholders set forth on the most recent stockholders list held by AEPP’s transfer agent.

  • The Chair asked for clarification on Appendix 2.L. Coll-McLaughlin raised whether there should be explicit mention of health clinics in Rule 10, although acknowledged the point does not exclude it and whether Policy 2 should have ‘health’ included, and if Rule 9 should add ‘community and medical’ to allow provisions for iwi management for clarity.

Related to Merger Sub Documents

  • Merger Sub 2 shall have the meaning given in the Recitals hereto.

  • Merger Sub 1 has the meaning set forth in the Preamble.

  • Merger Sub has the meaning set forth in the Preamble.

  • Merger Subsidiary shall have the meaning set forth in the preamble to this Agreement.

  • Merger Documents means, collectively, this Agreement, the Certificate of Merger, and all other agreements and documents entered into in connection with the Merger and the other transactions contemplated hereby.

  • MergerSub has the meaning set forth in the Preamble.

  • Merger Sub I has the meaning set forth in the Preamble.

  • Merger Subs has the meaning set forth in the Preamble.

  • Merger Sub II has the meaning set forth in the Preamble.

  • Merger Sub Board means the board of directors of Merger Sub.

  • MergerCo has the meaning set forth in the Preamble.

  • Buyer Documents has the meaning set forth in Section 5.2.

  • Acquisition Sub shall have the meaning set forth in the Preamble.

  • Ancillary Agreements means all agreements, certificates and other instruments delivered or given pursuant to this Agreement.

  • Ancillary Documents means each agreement, instrument or document attached hereto as an Exhibit, and the other agreements, certificates and instruments to be executed or delivered by any of the Parties hereto in connection with or pursuant to this Agreement.

  • Company Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by the Company under this Agreement or in connection herewith.

  • Parent Bylaws means the bylaws of Parent, as amended.

  • Company Bylaws means the Amended and Restated Bylaws of the Company as in effect on the date hereof.

  • Bank Merger Agreement has the meaning ascribed thereto in the recitals to this Agreement.

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

  • L/C Documents means, with respect to any Letter of Credit, such Letter of Credit, any amendments thereto, any documents delivered in connection therewith, any application therefor, and any agreements, instruments, guarantees or other documents (whether general in application or applicable only to such Letter of Credit) governing or providing for (i) the rights and obligations of the parties concerned or at risk or (ii) any collateral security for such obligations.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Seller Ancillary Documents means all agreements, instruments and documents being or to be executed and delivered by Seller or any of its Affiliates under this Agreement or in connection herewith.

  • Closing Documents means the papers, instruments and documents required to be executed and delivered at the Closing pursuant to this Agreement;

  • Purchaser Documents has the meaning set forth in Section 6.2.

  • Seller Documents shall have the meaning set forth in Section 4.2.