Corporate Governance Documents. Except as set forth in Schedule 10.3: The Amended and Restated Certificate of Incorporation of the Company (the “Certificate of Incorporation”) filed with the Office of the Delaware Secretary of State on December 5, 2011, remains in full force and affect and has not been amended since the date of that filing. The Stockholders’ Agreement and the Investors’ Rights Agreement, including any amendments or supplements thereto, provided to the Lender prior to the date are true and complete copies of such agreements, which agreements remain in full force and effect.
Corporate Governance Documents. The Articles of Incorporation of Harveys Acq Corp, as in effect immediately prior to the Effective Time of the Merger, shall become the Articles of Incorporation of the Harveys Surviving Corporation after the Effective Time, except that such Articles of Incorporation shall be amended to provide that the name of the Harveys Surviving Corporation shall be "Harveys Casino Resorts," and thereafter may be amended in accordance with its terms and as provided by law. The By-laws of Harveys Acq Corp as in effect immediately prior to the Effective Time shall become the By-laws of the Harveys Surviving Corporation and thereafter may be amended in accordance with their terms and as provided by law.
Corporate Governance Documents. Seller shall have delivered to Buyer certified copies of resolutions of Seller's board of directors authorizing and approving Seller's entering into this Agreement and the transactions contemplated hereby by Seller.
Corporate Governance Documents. Seller's corporate seal, minute books, charter documents, corporate stock record books, and such other books and records as pertain to the organization, existence, or share capitalization of Seller, and duplicate copies of such records as are necessary to enable Seller to file its tax returns and reports as well as all other records or materials relating to Seller generally and not involving or relating to the Manufacturing Assets or the operation of the Manufacturing Operations;
Corporate Governance Documents. On or immediately prior to the Effective Date, the Corporate Governance Documents shall be adopted or amended in a manner consistent with the terms and conditions set forth in the New Limited Liability Company Agreement, as applicable, and as may be necessary to effectuate the transactions contemplated by this Plan. To the extent required under this Plan or applicable non-bankruptcy, each of the Reorganized Debtors will file its Corporate Governance Documents with the Secretaries of State and/or other applicable authorities in its respective state, province, or country of incorporation in accordance with the corporate Laws of the respective state, province, or country of incorporation to the extent such filing is required for each such document. The Corporate Governance Documents will prohibit the issuance of non-voting Equity Securities to the extent required under section 1123(a)(6)
Corporate Governance Documents. The Company's Articles of Incorporation, By-laws and other agreements, instruments and indentures relating to the corporate governance of the Company (including, without limitation, voting trust agreements) shall be in substantially the form attached hereto as EXHIBIT F.
Corporate Governance Documents. Neither the Borrower nor any of its Subsidiaries shall amend its corporate governance documents in any manner materially disadvantageous to the Lender.
Corporate Governance Documents. The articles of merger shall ------------------------------ specify that the charter of Cowboy Acquisition Corp, as in effect immediately prior to the Effective Time of the Merger, shall become the charter of the Surviving Corporation after the Effective Time and thereafter may be amended in accordance with its terms and as provided by the MGCL. The bylaws of Cowboy Acquisition Corp, as in effect on the Effective Time, shall become the bylaws of the Surviving Corporation and thereafter may be amended in accordance with its terms and as provided by the MGCL.
Corporate Governance Documents. The Purchaser shall have received copies of the Company's Articles of Incorporation, By-laws, and documents shall be executed at Closing for the Company to qualify to do business in the State of Texas and for the Articles of Incorporation of the Company to be amended in the State of Louisiana, and other agreements, instruments and indentures relating to the corporate governance of the Company.
Corporate Governance Documents. The Certificate of Incorporation of Merger Sub, as in effect immediately prior to the Effective Time, shall be the Certificate of Incorporation of the Surviving Corporation after the Effective Time, and thereafter may be amended in accordance with its terms and as provided by applicable law; provided, however, that at the Effective Time, Article I of the Certificate of Incorporation of the Surviving Corporation shall be amended to reflect that the name of the Company shall be the name of the Surviving Corporation. The By-laws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the By-laws of the Surviving Corporation after the Effective Time, and thereafter may be amended in accordance with their terms and as provided by applicable law.
