Partnership Certificate of Merger definition

Partnership Certificate of Merger has the meaning set forth in Section 1.3(c).
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Partnership Certificate of Merger means one or more certificates of merger with respect to the Partnership Merger, containing the provisions required by, and executed in accordance with, the DRULPA.
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Partnership Certificate of Merger means a certificate of merger required to be filed pursuant to the TRLPA to effect the Merger of a Limited Partnership or General Partner with a PETROHAWK Subsidiary.
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Examples of Partnership Certificate of Merger in a sentence

  • The Partnership Merger shall become effective at the time that the Partnership Certificate of Merger has been accepted for filing by the Delaware Secretary of State, or at such other time as Titanium and Silver shall agree in writing and specify in the Partnership Certificate of Merger (the time the Partnership Merger becomes effective being the “Partnership Merger Effective Time”).

  • The Operating Partnership has all requisite partnership power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby, subject to the acceptance of the Partnership Certificate of Merger by the Delaware Secretary of State.

  • The Partnership Merger shall become effective upon the Partnership Certificate of Merger being duly filed in the office of the Delaware Secretary of State (the “Partnership Merger Effective Time”), it being understood and agreed that the applicable parties shall cause the Partnership Merger Effective Time to occur on the Closing Date prior to the Effective Time.

  • The Partnership Merger shall become effective upon the acceptance for record of the Partnership Certificate of Merger by the DSOS or on such other date and time (not to exceed five (5) Business Days from the date the Partnership Certificate of Merger are accepted for record by the DSOS) as shall be agreed to by the Company and Parent and specified in the Partnership Merger Articles of Merger (such date and time being hereinafter referred to as the “Partnership Merger Effective Time”).

  • The Partnership Merger shall become effective at the time set forth in the Partnership Certificate of Merger (such date and time, the “Partnership Merger Effective Time”), it being understood and agreed that the Parties shall cause the Partnership Merger Effective Time to occur on the Closing Date after the REIT Merger Effective Time.

  • The date and time the Partnership Merger becomes effective is referred to in this Agreement as the “Partnership Merger Effective Time.” If the Secretary of State requires any changes in the Partnership Certificate of Merger as a condition to filing or issuing a certificate that the Partnership Merger is effective, the Parties shall execute any necessary revisions incorporating such changes; provided that such changes are not inconsistent with this Agreement.

  • The Partnership Merger shall become effective upon the later of: (i) the date and time of the filing of the Partnership Certificate of Merger with the Secretary of State, or (i) such later date and time as may be specified in the Partnership Certificate of Merger as agreed to by the Parties; provided, however, that in no event shall the Partnership Merger Effective Time occur prior to, or simultaneously with, the OpCo Merger 2 Effective Time.

  • The Partnerships and PETROHAWK will cause a Partnership Certificate of Merger to be filed in accordance with the TRLPA on the Closing Date for each of the Partnership Mergers.

  • The Public Partnership Merger shall become effective at the time on the Closing Date specified in the Public Partnership Certificate of Merger (the "PUBLIC PARTNERSHIP EFFECTIVE TIME").

  • The Private Partnership Merger shall become effective immediately following the Public Partnership Effective Time, such time to be specified in the Private Partnership Certificate of Merger (the "PRIVATE PARTNERSHIP EFFECTIVE TIME"), PROVIDED, HOWEVER, that the Private Partnership Merger shall not become effective and the provisions of this Section 2.02 shall have no effect unless the Public Partnership Merger shall have become effective prior thereto.


More Definitions of Partnership Certificate of Merger

Partnership Certificate of Merger means one or more certificates of merger with respect to the Partnership Merger, containing the provisions required by, and executed in accordance with, the DRULPA. “Partnership Merger” is defined in Section 1.1(b) . “Partnership Merger Consideration” is defined in Section 2.2(a)(ii) . “Partnership Merger Effective Time” is defined in Section 1.3. “Partnership Unit” is defined in Section 3.3(b) . “Permitted Title Exceptions” is defined in Section 3.16(b) . “Per Share Cash Consideration” is defined in Section 2.1(a)(ii) .
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Related to Partnership 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).

  • Delaware LLC Act means the Delaware Limited Liability Company Act, as amended from time to time.

  • Delaware LLC means any limited liability company organized or formed under the laws of the State of Delaware.

  • 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.

  • Delaware LLC Division means the statutory division of any Delaware LLC into two or more Delaware LLCs pursuant to Section 18-217 of the Delaware Limited Liability Company Act.

  • DLLCA means the Delaware Limited Liability Company Act.

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

  • Certificate of Conversion means the certificate of conversion converting the Company’s prior partnership into the Company filed with the office of the Secretary of State of the State of Delaware on March 2, 2000.

  • 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.

  • Initial Merger Consideration has the meaning set forth in Section 2.2(a).

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

  • Delaware LP Act means the Delaware Revised Uniform Limited Partnership Act.

  • 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.

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

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

  • Final Merger Consideration has the meaning set forth in Section 2.10(b)(ii)(D).

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

  • 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.

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

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

  • Certificate of Formation means the Certificate of Formation of the Company filed with the Secretary of State of the State of Delaware as referenced in Section 2.1, as such Certificate of Formation may be amended, supplemented or restated from time to time.

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

  • Delaware Divided LLC means any Delaware LLC which has been formed upon the consummation of a Delaware LLC Division.