Secretary of State of the State of Delaware Sample Clauses

Secretary of State of the State of Delaware. The Buyer understands that the Company may only make a limited pledge of its first tier non-U.S. Subsidiary’s (as defined below) stock and that the Company’s non-U.S. Subsidiaries may not pledge or guaranty any of their assets as part of the Security Agreement in order to avoid adverse tax consequences to the Company. The Buyer further understands that, therefore, notwithstanding anything in the Transaction Documents, the security interest granted in the Security Agreement may not be perfected with respect to any specific assets and/or may not have the priority specified in the Security Agreement.
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Secretary of State of the State of Delaware. 2. Filing of UCC-1 Financing Statement with respect to the Collateral of each of the Guarantors with the Secretary of State of Colorado. LOCATION OF JURISDICTION OF ORGANIZATION AND CHIEF EXECUTIVE OFFICE Legal name of the Borrower: Teton Energy Corporation Address: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 All names and trade names that the Borrower has used in the last five years: None Jurisdictions of organization over the last five years: Delaware Current jurisdiction of organization: Delaware Organizational number: 2896826 Taxpayer identification number: 00-0000000 Location of chief executive office or sole place of business over the last five years: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 Legal name of the Borrower: Teton North America LLC Address: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 All names and trade names that the Borrower has used in the last five years: None Jurisdictions of organization over the last five years: Colorado Current jurisdiction of organization: Colorado Organizational number: 20051069170 Location of chief executive office or sole place of business over the last five years: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 Legal name of the Borrower: Teton Piceance LLC Address: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 All names and trade names that the Borrower has used in the last five years: None Jurisdictions of organization over the last five years: Colorado Current jurisdiction of organization: Colorado Organizational number: 20051069213 Location of chief executive office or sole place of business over the last five years: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 Legal name of the Borrower: Teton DJ LLC Address: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 All names and trade names that the Borrower has used in the last five years: None Jurisdictions of organization over the last five years: Colorado Current jurisdiction of organization: Colorado Organizational number: 20051069240 Location of chief executive office or sole place of business over the last five years: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 Legal name of Obligor: Teton Williston LLC Address: 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000 All names and trade names that the Borrower has used in the last five years: None Jurisdictions of organization over the last five years: Colorado Current jurisdiction of organization: Colorado Organizational number: 20061183886 Location of ch...
Sample 1
Secretary of State of the State of Delaware a certificate of merger or other appropriate documents (in any such case, the "Certificate of Merger") executed in accordance with the relevant provisions of the DGCL and shall make all other filings or recordings required under the DGCL. The Merger shall become effective at such time as the Certificate of Merger is duly filed with such Secretary of State, or at such later time as Parent and the Company shall agree and specify in the Certificate of Merger (the time the Merger becomes effective being the "Effective Time").
Sample 1
Secretary of State of the State of Delaware. CONFORMED COPY as amended by Amendment No. 1 thereto dated as of September 25, 2015 CREDIT AGREEMENT dated as of June 1, 2015 among EDGEWELL PERSONAL CARE COMPANY (formerly known as ENERGIZER HOLDINGS, INC.), The Subsidiary Borrowers Party Hereto The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent and BANK OF AMERICA, N.A., THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. and CITIBANK, N.A. as Co-Syndication Agents X.X. XXXXXX SECURITIES LLC, XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED, THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. AND CITIGROUP GLOBAL MARKETS INC. as Joint Bookrunners and Joint Lead Arrangers TABLE OF CONTENTS Page Article I Definitions 1 SECTION 1.01 Defined Terms 1 SECTION 1.02 Classification of Loans and Borrowings 27 SECTION 1.03 Terms Generally 27
Sample 1

Related to Secretary of State of the State of Delaware

  • Secretary of State The Secretary of State of the State of Delaware.

  • Principal Place of Business; State of Organization (a) Borrower’s principal place of business as of the date hereof is the address set forth in Schedule I. Each Borrower is organized under the laws of the State of Delaware.

  • Organization Documents; Fiscal Year; Legal Name, State of Formation and Form of Entity (a) Amend, modify or change its Organization Documents in a manner adverse to the Lenders.

  • Delaware The Delaware General Corporation Law generally provides for a one-year term for directors, but permits directorships to be divided into up to three classes, of relatively equal size, with up to three-year terms, with the years for each class expiring in different years, if permitted by the certificate of incorporation, an initial bylaw or a bylaw adopted by the stockholders. A director elected to serve a term on a “classified” board may not be removed by stockholders without cause. There is no limit in the number of terms a director may serve.

  • State of Residence State of Principal Residence: State where driver’s license is issued: State where resident income taxes are filed: State(s) in which you have maintained your principal residence during the past three years:

  • Oklahoma The only provisions of Paragraph 5(b) that will apply during Employee’s ongoing (not temporary or business travel) assignment in Oklahoma shall be Subparagraph (i), and to the extent necessary to prevent the direct solicitation of the sale of goods and/or services from the customers of the Company, Subparagraphs (ii) and (iii), and to the extent necessary to protect the Company’s trade secrets, Subparagraphs (v) and (vi).

  • Certificate of Secretary of Company Parent shall have received a certificate, validly executed by the Secretary of the Company, certifying (i) as to the terms and effectiveness of the Charter Documents, (ii) as to the valid adoption of resolutions of the Board of Directors of the Company (whereby this Agreement was approved by the Board of Directors) and (iii) that the Stockholders constituting the Sufficient Stockholder Vote have approved this Agreement.

  • Certificate of Good Standing Legal Existence; and

  • Name; State of Organization; Chief Executive Office; Collateral Locations (a) The exact legal name of each Borrower and Guarantor is as set forth on the signature page of this Agreement and in the Information Certificate. No Borrower or Guarantor has, during the five years prior to the date of this Agreement, been known by or used any other corporate or fictitious name or been a party to any merger or consolidation, or acquired all or substantially all of the assets of any Person, or acquired any of its property or assets out of the ordinary course of business, except as set forth in the Information Certificate.

  • Articles of Organization This Company is organized pursuant to the provisions of the COLORADO LIMITED LIABILITY COMPANY ACT (the “Act”, codified in Colorado Revised Statues §7-80-100 et seq. as it may be amended from time to time) and pursuant to Articles of Organization filed with the Secretary of State on January 24, 2014. The rights and obligations of the Company and the Members shall be provided in this Operating Agreement.

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