New York Certificate of Merger definition

New York Certificate of Merger shall have the meaning specified in Section 2.5.
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New York Certificate of Merger means that Certificate of Merger to be executed, acknowledged and delivered to the Department of State of the State of New York as provided in Section 904 of the New York Business Corporation Law, as amended.
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New York Certificate of Merger has the meaning set forth in ss.2(c) below.
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Examples of New York Certificate of Merger in a sentence

  • At the Closing, the Purchaser shall cause the New York Certificate of Merger to be filed and recorded with the Secretary of State of the State of New York in accordance with the provisions of Section 904 or 905 of the BCL, and shall take any and all other lawful actions and do any and all other lawful things necessary to cause the Merger to become effective.

  • The date and time when the Merger becomes effective shall be the Closing Date or such other date and time as is mutually agreed by UST and SCHWAB and set forth in the New York Certificate of Merger (the "Effective Time").

  • At the Closing contemplated in Section 8.01, the Company and the Parent will cause a Certificate of Merger (the "New York Certificate of Merger") to be executed and filed by the Company and the Purchaser with the Secretary of State of the State of New York as provided in the BCL.

  • The Merger shall become effective as set forth in the certificate of merger relating to the Merger (the "New York Certificate of Merger") which shall be filed with the Department of State of the State of New York (the "New York Department") on or before the Closing Date (as defined in Section 9.1) in accordance with Section 904 of the NYBCL.

  • The Merger shall become effective at the time of filing of the Delaware Certificate of Merger with the Delaware Secretary of State in accordance with the DGCL and the New York Certificate of Merger with the New York Department of State in accordance with the NYBCL, or at such later time as the parties hereto may agree and as is provided in the Delaware Certificate of Merger and the New York Certificate of Merger.

  • The Merger shall become effective on the date on which the New York Certificate of Merger has been filed by the Department of State of the State of New York or at such later time as may be agreed by the parties in writing and specified in the New York Certificate of Merger (the “Effective Time”).

  • On the date of Closing, the Company and Buyer will cause a Certificate of Merger (the "New York Certificate of Merger") to be executed, acknowledged and filed with the Secretary of State of the State of New York.

  • The Merger shall become effective upon the later filing of the First Delaware Certificate of Merger and the First New York Certificate of Merger or at such later time as may be provided for in such certificates of merger (the “Effective Time”).

  • The Subsequent Merger shall become effective upon the later filing of the Second Delaware Certificate of Merger and the Second New York Certificate of Merger or at such later time as may be provided for in such certificates of merger (the “Subsequent Effective Time”).

  • The Merger shall be consummated and the closing of this Agreement (the "Closing") shall occur immediately upon the foregoing filing of the New York Certificate of Merger as aforesaid (the date and time of such filing and Closing being referred to herein as the "Effective Time").


More Definitions of New York Certificate of Merger

New York Certificate of Merger shall have the meaning as set forth in Section 1.3 of the Agreement.
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Related to New York Certificate of Merger

  • Certificate of Merger has the meaning set forth in Section 2.2.

  • Articles of Merger has the meaning set forth in Section 2.2.

  • Certificates of Merger has the meaning set forth in Section 2.2.

  • Agreement of Merger has the meaning set forth in Section 2.01(b).

  • Secretary of State means the Secretary of State of the State of Delaware.

  • Certificate of Conversion means the Certificate of Conversion of the Company filed with the Secretary of State of the State of Delaware pursuant to Section 18-214(b)(1) of the Act on October 9, 2007, as amended or amended and restated from time to time.

  • Certificate of Amendment means the Certificate of Amendment to Amended and Restated Certificate of Incorporation of the Company, substantially in the form attached to this Agreement as Exhibit A.

  • Certificate of Arrangement means the certificate of arrangement to be issued by the Director pursuant to subsection 192(7) of the CBCA in respect of the Articles of Arrangement.

  • Delaware Secretary of State means the Secretary of State of the State of Delaware.

  • DLLCA means the Delaware Limited Liability Company Act.

  • the Secretary of State means the Secretary of State for Education;

  • Delaware LLC Act means the Delaware Limited Liability Company Act.

  • Certificate of Amalgamation means the certificate of amalgamation to be issued by the Director in respect of the Amalgamation;

  • Certificate of Acceptance means written certification, delivered to Contractor and signed by an authorized representative of the State, stating that any Defects in a particular Phase or the Solution discovered after implementation and testing have been corrected as required under this Contract, and that the Phase complies in all material respects with all of the applicable Requirements.

  • Certificate of Limited Partnership means the Certificate of Limited Partnership of the Partnership filed with the Secretary of State of the State of Delaware as referenced in Section 7.2, as such Certificate of Limited Partnership may be amended, supplemented or restated from time to time.

  • Filed with the secretary of state means, except as otherwise permitted by law or rule:

  • Certificate of organization means the certificate required by section 489.201. The term includes the certificate as amended or restated.

  • Delaware Certificate is defined in Section 2.1.

  • certificate of exemption means any document evidencing that the entity is exempt from

  • CGCL means the California General Corporation Law.

  • certificate of registration means registration with the CPSBC that allows the Participant to practice medicine in British Columbia, other than the certificate of registration which allowed the Participant to enrol in Postgraduate Medical Education;

  • Plan of Merger has the meaning set forth in Section 2.2.

  • Certificate of Completion means the certificate of completion given by the Engineer-in-charge pursuant to clause 40 of these conditions;

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Certificate of approval means a certificate of approval obtained from the

  • Certificate of Trust means the Certificate of Trust in the form of Exhibit B to be filed for the Trust pursuant to Section 3810(a) of the Statutory Trust Statute.