Amended and Restated Certificate of Incorporation. Prior to the First Tranche Closing (as defined below), the Company shall file with the Secretary of State of the State of Delaware, an Amended and Restated Certificate of Incorporation (the “Restated Certificate”), substantially in the form attached hereto as Exhibit B.
Appears in 2 contracts
Samples: Subscription Agreement, Note Subscription Agreement (Ellipse Technologies Inc)
Amended and Restated Certificate of Incorporation. Prior to the First Tranche Closing (as defined below), the The Company shall file have filed, or will concurrently with the Closing hereunder file, with the Secretary of State of the State of Delaware, an Amended and Restated Certificate of Incorporation (Delaware the “Restated Certificate”), substantially in the form attached hereto as Exhibit B..
Appears in 2 contracts
Samples: Master Agreement, Master Agreement (Metabasis Therapeutics Inc)
Amended and Restated Certificate of Incorporation. Prior to In connection with, and as a condition to, the First Tranche Closing (as defined below)Closing, the Company shall file with the Secretary of State shall, subject to receipt of the State of DelawareCompany Stockholders' Approval, an file the Amended and Restated Certificate of Incorporation (with the “Restated Certificate”), substantially in the form attached hereto as Exhibit B.Delaware Secretary of State.
Appears in 1 contract
Amended and Restated Certificate of Incorporation. Prior to the First Tranche Closing (as defined below), the The Company shall file have adopted and filed with the Secretary of State of the State of Delaware, an Amended and Delaware the Restated Certificate of Incorporation (Incorporation, which shall continue to be in full force and effect as of the “Restated Certificate”), substantially in the form attached hereto as Exhibit B.Closing.
Appears in 1 contract
Amended and Restated Certificate of Incorporation. Prior Immediately prior to the First Tranche Closing (as defined below)Closing, the Company shall file the Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware such that the State of Delaware, an Amended and Restated Certificate of Incorporation (shall be in full force and effect on the “Restated Certificate”), substantially in the form attached hereto as Exhibit B.Closing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Capitol Acquisition Corp)
Amended and Restated Certificate of Incorporation. Prior to the First Tranche Closing (as defined below), the The Company shall file with the Secretary of State of the State of Delaware, Delaware an Amended and Restated Certificate of Incorporation (the “Restated Certificate”), substantially in the form attached hereto as Exhibit B.A (the "Restated Certificate").
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Metacreations Corp)
