Examples of Target Charter in a sentence
All of the issued and outstanding shares of the Target’s capital stock are free and clear of any liens, pledges, encumbrances, charges, agreements adversely effecting title to such shares or claims (other than those created by virtue of this Agreement or by the Target), and the certificates evidencing the ownership of such shares are in proper form for the enforcement of the rights and limitations of rights pertaining to said shares which are set forth in the Target Charter and Bylaws.
Target is not in violation of any of the provisions of the Target Charter Documents.
Except as expressly stated otherwise on Schedule A hereto, such Stockholder is the record owner and Beneficial Owner of, and has good and valid title to, the Owned Shares, free and clear of any Liens (except for restrictions under the Target Charter and Target By-Laws or federal or state securities laws).
Neither Target nor any Subsidiary of Target is in violation of any of the provisions of the Target Charter Documents, as applicable.
Such Target Charter Documents, as so amended, are in full force and effect.
This Agreement and the Transaction shall have been approved and adopted by the requisite affirmative vote of the Target Stockholders in accordance with the MGCL and the Target Charter.
Amend the Target Charter or the Target Bylaws or the articles of incorporation or bylaws (or equivalent documents) of Target or any Target Subsidiary.
On the date of this Agreement and pursuant to that certain Stock Purchase Agreement (the "Stock Purchase Agreement") dated February 10, 1998 by and among the Company, the Executive, Simcala, Inc., a Delaware corporation (the "Target"), Charter Oak Partners, Capital One Investors, Dwigxx X.
Target has taken all actions required by law, the Target Charter Documents, or otherwise to authorize the execution and delivery of this Agreement.
During the term of the D&O Tail Policy, Purchaser and the Surviving Company shall not adopt, amend or modify the Surviving Company’s charter documents in a manner that would result in the termination or limitation of the indemnification protections provided under the Target Charter Documents to Target’s officers, directors, and agents immediately prior to the Effective Time.