Ampco-Pitt Corp.Certificate of the Secretaryof Ampco-Pitt Corp. as to (i) resolutions of itsBoard of Directorsauthorizing Ampco-Pitt Corp.to enterinto the SecondAmendment andallrelated documents, (ii) incumbency, and (iii) noamendments toitsArticles of Incorporation and Bylaws, exactlegal nameor...
faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such...
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(a) Fishxx xxxthe Companiesshall prepare, shall file withthe SECas promptly as practicable and shall useall reasonable effortsto have cleared by the SEC, a proxy statement with respectto the Shareholders' Meeting referred to inSection 6.3, the changes in thearticles of incorporation and Bylaws...
Appendix A Glossary of Defined Terms Exhibit A Form of Amended and Restated Certificate of Incorporation Exhibit B Form of Amended and Restated Bylaws Exhibit C Form of Ventures Consent THIS AGREEMENT AND PLAN OF MERGER, dated as of August 29, 2016 (this “Agreement”), is entered into by ...
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provisions of Section 5.13, or such other persons as shall be mutually agreed upon by Parent and the Company; and (e) the directors and officers of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and bylaws of the Surviving Corporation, shall ...
convertible into, or exercisable or exchangeable for, any share capital of the Company or any of its Subsidiaries, or contracts, commitments, understandings or arrangements by which the Company or any of its Subsidiaries is or may become bound to issue additional share capital of the Company or...