TKAT definition
Examples of TKAT in a sentence
This Agreement shall have been adopted and approved by the affirmative vote of holders of a majority of the issued and outstanding shares of TKAT common stock entitled to vote thereon at the record date for such actions as set by the board of directors of TKAT.
Anything herein or elsewhere to the contrary notwithstanding, this Agreement may be terminated and the Merger may be abandoned, at any time prior to the Effective Time, whether before or after approval of this Agreement by the stockholders of TKAT, if the board of directors of TKAT determines for any reason, in its sole judgment and discretion, that the consummation of the Merger would be inadvisable or not in the best interests of TKAT and its stockholders.
In the event of the termination and abandonment of this Agreement, this Agreement shall become null and void and have no effect, without any liability on the part of either TKAT or NFT, or any of their respective stockholders/shareholders, directors or officers.
Further, as soon as practicable after the Effective Time TKAT shall, and (to the extent that it is within its powers to do so), deliver or procure that any other person shall deliver without delay to NFT at its registered office, all records, correspondence, documents, files, memoranda and other papers relating to TKAT required to be kept in the Cayman Islands.
The officers and directors of NFT are fully authorized in the name of and on behalf of TKAT, or otherwise, to take any and all such actions and to execute and deliver any and all such deeds and other instruments as may be necessary or appropriate to accomplish the foregoing.
Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, TKAT shall merge into NFT, with NFT being the Surviving Corporation, and the existence of TKAT shall cease except to the extent provided by the laws of the State of Delaware.
The registered owner of any such outstanding certificate shall, until such certificate shall have been surrendered for transfer or otherwise accounted for to NFT or its transfer agent, have and be entitled to exercise any voting and other rights with respect to, and to receive any dividends and other distributions upon, the shares of the common stock of TKAT and options, warrants or other securities of NFT, as the case may be, evidenced by such outstanding certificate, as above provided.
As soon as practicable after the requisite stockholder approvals referenced in Section 3.5 hereof, TKAT shall execute and deliver the certificate of merger for filing and recording with the Secretary of State of the State of Delaware in accordance with the Delaware General Corporation Law, as amended.
Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time (as defined below), TKAT shall be merged with and into NFT, whereupon the separate existence of TKAT shall cease and NFT shall continue as the surviving entity.
As soon as practicable after the requisite stockholder approvals referenced in Section 3.4 hereof, TKAT shall execute and deliver the certificate of merger for filing and recording with the Secretary of State of the State of Delaware in accordance with the Delaware General Corporation Law, as amended.