Post-Closing Certificate of Incorporation definition

Post-Closing Certificate of Incorporation means the amended and restated certificate of incorporation of Parent in the form attached hereto as Exhibit B.
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Post-Closing Certificate of Incorporation means the certificate of incorporation of Plum to be filed in connection with the Closing as set forth herein.
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Post-Closing Certificate of Incorporation has the meaning set forth in Section 1.1(a)(i).
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Examples of Post-Closing Certificate of Incorporation in a sentence

  • Upon (i) the consummation of the Business Combination, (ii) the filing of the Post-Closing Certificate of Incorporation with the Delaware Secretary of State, (iii) the execution of the Warrant Assignment Agreement and (iv) the exercise by the holders of warrants and the payment of the exercise price for the warrant shares pursuant to the Warrant Agreement, the Warrant Shares will be duly authorized, validly issued, fully paid and non-assessable.

  • Upon (i) the consummation of the Business Combination, (ii) the filing of the Post-Closing Certificate of Incorporation with the Delaware Secretary of State and (iii) the execution of the Warrant Assignment Agreement, each New CCNB Warrant will be a valid and binding obligation of New CCNB, enforceable against New CCNB in accordance with its terms under the laws of the State of New York.

  • Upon (i) the effectiveness of the Domestication Merger, (ii) the filing of each of the Pre-Closing Certificate of Incorporation and the Post-Closing Certificate of Incorporation with the Delaware Secretary of State, (iii) the consummation of the Business Combination and (iv) the conversion of the New CCNB Series B-1 Common Shares or New CCNB Series B-2 Common Shares into Conversion Shares, as applicable, the Conversion Shares will be duly authorized, validly issued, fully paid and non-assessable.

  • The Post-Closing Certificate of Incorporation and the Post-Closing Bylaws shall be the Governing Documents of Pathfinder from and after the effectiveness of the Domestication until such time that any such Governing Documents are amended, restated, supplemented or otherwise modified in accordance with the underlying terms thereof and applicable Law.

  • Xxxxxxxx, Xx., who for purposes of the Post-Closing Certificate of Incorporation, the Post-Closing By-Laws and the Stockholder's Agreement will be deemed to have been designated as the four directors elected by the holders of Class A Common Stock.

  • The Pathfinder Post-Closing Certificate of Incorporation and the Pathfinder Post-Closing Bylaws shall be the Governing Documents of Pathfinder from and after the effectiveness of the Domestication until such time that any such Governing Documents are amended, restated, supplemented or otherwise modified in accordance with the underlying terms thereof and applicable Law.

  • We note that the forum selection provision in the New CCNB Post-Closing Certificate of Incorporation identifies the Court of Chancery of the State of Delaware as the exclusive forum for certain litigation, including any derivative action.

Related to Post-Closing Certificate of Incorporation

  • Company Certificate of Incorporation means the certificate of incorporation of the Company.

  • Restated Certificate of Incorporation means the Restated Certificate of Incorporation of the Company, as amended.

  • Amended and Restated Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company, as in effect as of the Effective Date.

  • Articles of Incorporation means the Articles of Incorporation of the Company, as amended from time to time.

  • Certificate of Incorporation means the Company’s Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time.

  • Instrument of Incorporation means the instrument of incorporation of the ICAV;

  • Certification of Incorporation means the restated certificate of incorporation of the Corporation, as it may be amended from time to time, and shall include this Certificate of Designations.

  • Company Charter means the certificate of incorporation of the Company, as amended.

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

  • Bylaws means the bylaws of the Corporation, as they may be amended from time to time.

  • Parent Charter means the Amended Certificate of Incorporation of Parent.

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

  • Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as the same may be amended from time to time.

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

  • Incorporation means applying manure using injection, disking into the soil, tilling the soil after application, or using other practices that result in at least 50 percent of the manure being placed below the ground surface within 24 hours of application and prior to rainfall.

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

  • CFA Charter means the charter earned through the Chartered Financial Analyst program prepared and administered by the CFA Institute and so named on the day this Instrument comes into force, and every program that preceded that program, or succeeded that program, that does not have a significantly reduced scope and content when compared to the scope and content of the first-mentioned program;

  • 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.

  • State of Incorporation means Delaware.

  • Articles of Association means the articles of association of the Company, as amended from time to time.

  • Seller Closing Certificate has the meaning set forth in Section 7.02(d).

  • 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.

  • Articles of Organization means the original documents filed to organize a limited liability company, as amended or restated by certificates of correction, amendment, or merger, by restated articles, or by other instruments filed or issued under any statute.

  • Buyer Closing Certificate has the meaning set forth in Section 7.03(d).

  • 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.

  • Closing Certificate means the closing certificate of the Company in the form of Exhibit B hereto.