Seller Charter Documents means Seller’s certificate of incorporation (including the Certificate of Designations) and by-laws, each as amended.
Seller Charter Documents has the meaning set forth in Section 4.03.
Seller Charter Documents means Seller’s Articles of Incorporation (including any Articles of Designation) and Bylaws, as in effect on the date of this Agreement.
Examples of Seller Charter Documents in a sentence
Seller is not in violation of any of the provisions of the Seller Charter Documents.
More Definitions of Seller Charter Documents
Seller Charter Documents has the meaning set forth in Section 4.1 of this Agreement.
Seller Charter Documents has the meaning set forth in Section 3.1(c).
Seller Charter Documents means the Sellers' Articles of ------------------------ Incorporation and By-Laws or other comparable charter documents (each as amended). "Share" or "Shares" has the meaning specified in Section 2.01 of this ----- ------ Agreement. "Subsidiary" means, with respect to any Person, any other Person in which ---------- such Person, directly or indirectly through Subsidiaries or otherwise, beneficially owns more than fifty percent (50%) of either the equity interests in, or the voting control of, such other Person. "Subsidiary Charter Documents" shall mean the articles of incorporation and ---------------------------- by-laws (or other comparable charter documents) or each Subsidiary of each Company. "Tax" or "Taxes" means all taxes, charges, fees, imposts, levies or other --- ----- assessments, including, without limitation, all net income, franchise, profits, gross receipts, capital, sales, use, ad valorem, value added, transfer, transfer gains, inventory, capital stock, <PAGE> license, withholding, payroll, employment, social security, unemployment, excise, severance, stamp, occupation, real or personal property, and estimated taxes, water, rent and sewer service charges, customs duties, fees, assessments and charges of any kind whatsoever, together with any interest and any penalties, fines, additions to tax or additional amounts thereon, imposed by any taxing authority (federal, state, local or foreign) and shall include any transferee liability in respect of Taxes. "Tax Return" means all returns, declarations, reports, estimates, ---------- information returns and statements required to be filed in respect of any Taxes. "Third Person" has the meaning specified in Section 9.05(c) of this ------------ Agreement. "Transfer Taxes" means all sales, use, goods and services, transfer, -------------- capital duty (including any clawbacks of Dutch capital duty), recording, ad valorem and similar Taxes and fees incurred as a result of the transactions contemplated by this Agreement. "Transitional Services Agreement" shall mean a transitional services ------------------------------- agreement to be entered into on the Closing Date by Sellers and Buyer in the form attached hereto as Exhibit A. --------- ARTICLE II ---------- CONSIDERATION Section 2.01.
Seller Charter Documents is defined in Section 2.02.
Seller Charter Documents means the Sellers' Articles of Incorporation and By-Laws or other comparable charter documents (each as amended).
Seller Charter Documents means the memorandum of association and the articles of association of Seller as in effect on the date hereof.
Seller Charter Documents shall have the meaning set forth in Section 5.1(b).