Second Certificate of Merger definition

Second Certificate of Merger has the meaning set forth in Section 1.3.

Second Certificate of Merger has the meaning specified in Section 2.02.

Second Certificate of Merger has the meaning set forth in Section 1.6 of this Agreement.

Examples of Second Certificate of Merger in a sentence

• The Second Merger shall become effective on the date and time at which the Second Certificate of Mxxxxx has been accepted for filing by the Secretary (such date and time of filing, or such later time as may be agreed to by Pxxxxx, Merger Sub II and the Surviving Corporation and set forth in the Second Certificate of Merger, being hereinafter referred to as the “Second Effective Time”).

• No other corporate proceedings on the part of Company are necessary to authorize the execution and delivery of this Agreement or the consummation of the transactions contemplated by this Agreement except for, with respect to the Mergers, obtaining the Company Stockholder Approval and the filing of each of the First Certificate of Merger and Second Certificate of Merger with the Secretary of State of the State of Delaware.

• The Second Merger shall become effective on the date and time at which the Second Certificate of Xxxxxx has been accepted for filing by the Secretary (such date and time of filing, or such later time as may be agreed to by Xxxxxx, Merger Sub II and the Surviving Corporation and set forth in the Second Certificate of Merger, being hereinafter referred to as the “Second Effective Time”).

• The Second Step Merger shall become effective as of the date and time specified in the Second Certificate of Merger (such date and time, the “Second Effective Time”).

• The Mergers shall have the effects set forth in this Agreement, the First Certificate of Merger, the Second Certificate of Merger and the applicable provisions of the DGCL and DLLCA, as applicable.

More Definitions of Second Certificate of Merger

Second Certificate of Merger has the meaning set forth in the RTMRG Merger Agreement.

Second Certificate of Merger means the certificate of merger between the Company and Quintum Sub to be filed with the Office of the Secretary of State of the State of Delaware at the time of Closing in such appropriate form as shall be required by Delaware Law and mutually agreed by Parent and the Company.

Second Certificate of Merger means a certificate of merger in the form of Exhibit C-2.

Second Certificate of Merger. 1.1(b) “Second Effective Time” 1.1(b) “Second Merger” Recitals “Second SAFE Conversion Agreement” 1.11 “Section 280G Approval” 5.11 “Stockholder Milestone Payment” 1.12(c) “Stockholders’ Representative” Preamble “Tax Authority” 9.1 “Tax Matter” 5.6(c) “Third-Party Claim” 8.6(b) “Third-Party Claim Notice” 8.6(b) “Transfer Taxes” 5.6(d) “Waived Parachute Payments” 5.11 “Written Consent” Recitals

Second Certificate of Merger shall a certificate of merger in substantially the form attached hereto as Exhibit B-2.