The duly authorized Secretary of Ucansi shall have delivered to Parent a certificate signed by such Secretary, certifying copies of the Ucansi Certificate of Incorporation, Ucansi Bylaws and written resolutions of the Ucansi Stockholders authorizing the Merger and the Contemplated Transactions.
Company Bylaws means the bylaws of the Company, as amended.
Parent Bylaws means the Bylaws of Parent.
Restated Certificate of Incorporation means the Restated Certificate of Incorporation of the Company, as amended.
Company Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company as amended and restated and as in effect as of the date hereof.
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.
Company Charter means the certificate of incorporation of the Company, as amended.
Bylaws means the bylaws of the Corporation, as they may be amended from time to time.
Company Charter Documents means the Company’s certificate of incorporation and bylaws, each as amended to the date of this Agreement.
Articles of Incorporation means the Articles of Incorporation of the Company, as amended from time to time.
Parent Charter means the Certificate of Incorporation of Parent, as from time to time amended.
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.
Instrument of Incorporation means the instrument of incorporation of the ICAV;
Memorandum and Articles means the amended and restated memorandum and articles of association of the Company currently in effect, as may be amended or restated from time to time.
Parent Organizational Documents means Parent’s certificate of incorporation and Parent’s bylaws, in each case as they may be amended or amended and restated from time to time in accordance with the terms of this Agreement.
Constituent Documents means with respect to any Person, as applicable, such Person’s certificate of incorporation, articles of incorporation, by-laws, certificate of formation, articles of organization, limited liability company agreement, management agreement, operating agreement, shareholder agreement, partnership agreement or similar document or agreement governing such Person’s existence, organization or management or concerning disposition of ownership interests of such Person or voting rights among such Person’s owners.
Certificate of Incorporation means the Certificate of Incorporation of the Company, as amended from time to time.
Company Articles means the Articles of Incorporation of the Company, as amended.
State of Incorporation means Delaware.
Governing Documents means, with respect to any Person, the certificate or articles of incorporation, by-laws, or other organizational documents of such Person.
Charter Documents means, with respect to any entity, the certificate of incorporation, the articles of incorporation, by-laws, articles of organization, limited liability company agreement, partnership agreement, formation agreement, joint venture agreement or other similar organizational documents of such entity (in each case, as amended).
Company Governing Documents means the Company Bylaws and the Company Certificate.
Restated Charter means the Company’s Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time.
Merger Sub Board means the board of directors of Merger Sub.
Charter means the Corporation’s certificate or articles of incorporation, articles of association, or similar organizational document.
Merger Sub I has the meaning set forth in the Preamble.