Certificate of Ownership and Merger Clause Samples

The Certificate of Ownership and Merger clause formally documents the legal combination of two or more entities, confirming that ownership has been transferred and the merger is complete. This clause typically outlines the process for issuing a certificate that serves as official evidence of the merger, often required for filing with governmental authorities or for updating corporate records. Its core function is to provide a clear, authoritative record of the merger, ensuring that all parties and third parties recognize the new, unified entity and its ownership structure.
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Certificate of Ownership and Merger. 7 Certificates........................................................9 Closing.............................................................7
Certificate of Ownership and Merger. The Purchaser further agrees that the certificate of ownership and merger to be filed by the Purchaser with the Delaware Secretary of State will be substantially in the form of Exhibit F hereto.
Certificate of Ownership and Merger of Michaels GP and Michaels LP with the Borrower, dated January 1, 2004.
Certificate of Ownership and Merger. Delaware 1.11(a) .........
Certificate of Ownership and Merger. 2.3 Certificates.................................................................. 2.8(b) Change in Company Recommendation.............................................. 5.7(d) Closing....................................................................... 2.2

Related to Certificate of Ownership and Merger

  • APARTMENT OWNERSHIP ACT The Promoter has assured the Allottees that the project in its entirety is in accordance with the provisions of the West Bengal Apartment Ownership Act, 1972. The Promoter showing compliance of various laws/regulations as applicable in the State of West Bengal.

  • Transfer of Ownership Trust..........................................................

  • Ownership and Transfer (a) The Company shall maintain at its principal executive offices (or such other office or agency of the Company as it may designate by notice to the holder hereof), a register for this Warrant, in which the Company shall record the name and address of the person in whose name this Warrant has been issued, as well as the name and address of each permissible transferee. The Company may treat the person in whose name any Warrant is registered on the register as the owner and holder thereof for all purposes, notwithstanding any notice to the contrary, but in all events recognizing any transfers made in accordance with the terms of this Warrant. (b) This Warrant and the rights granted to the holder hereof are transferable, in whole or in part, upon surrender of this Warrant, together with a properly executed warrant power in the form of Exhibit B attached hereto; provided, however, that any transfer or assignment shall subject to the conditions set forth in Section 6 above and Section 7(c) below. (c) The holder of this Warrant understands that this Warrant has not been and is not expected to be, registered under the Securities Act or any state securities laws, and may not be offered for sale, sold, assigned or transferred unless (a) subsequently registered thereunder, or (b) such holder shall have delivered to the Company an opinion of counsel, reasonably satisfactory in form, scope and substance to the Company, to the effect that the securities to be sold, assigned or transferred may be sold, assigned or transferred pursuant to an exemption from such registration. Any sale of such securities made in reliance on Rule 144 promulgated under the Securities Act may be made only in accordance with the terms of said Rule and further, if said Rule is not applicable, any resale of such securities under circumstances in which the seller (or the person through whom the sale is made) may be deemed to be an underwriter (as that term is defined in the Securities Act) may require compliance with some other exemption under the Securities Act or the rules and regulations of the Securities and Exchange Commission thereunder; and neither the Company nor any other person is under any obligation to register the Series A Preferred Share Warrants under the Securities Act or any state securities laws or to comply with the terms and conditions of any exemption thereunder except as set forth in Section 7(d) below. (d) The Company is obligated to register the Warrant Shares for resale under the Securities Act pursuant to the Registration Rights Agreement dated as of June 12 , 2000, by and between the Company and the Buyers listed on the signature page thereto (the "Registration Rights Agreement") and the initial holder of this Warrant (and certain assignees thereof) is entitled to the registration rights in respect of the Warrant Shares as set forth in the Registration Rights Agreement.

  • Ownership and Reuse of Documents All documents, data, reports, research, graphic presentation materials, etc., developed by Contractor as a part of its work under this Agreement, shall become the property of County upon completion of this Agreement, or in the event of termination or cancellation thereof, at the time of payment under Section 3 for work performed. Contractor shall promptly furnish all such data and material to County on request.

  • APARTMENT OWNERSHIP ACT (OF THE RELEVANT STATE The Promoter has assured the Allottees that the project in its entirety is in accordance with the provisions of the [Please insert the name of the state Apartment Ownership] Act). The Promoter showing compliance of various laws/regulations as applicable in .