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?parties? means Parent, Merger Sub and the Company.
A Delaware certificate of merger for the merger of a Delaware corporation and a Delaware LLC with the Delaware LLC as the surviving company. This Standard Document has integrated notes with important explanations and drafting tips.
A certificate evidencing the conversion of an entity from one type to another or from one jurisdiction to another (for example, conversion of a Delaware limited liability company to a Delaware corporation or the conversion of a New York corporation to a Delaware corporation).
Parts of merger and acquisition contracts ?Parties and recitals. ?Price, currencies, and structure. ?Representations and warranties. ?Covenants. ?Conditions. ?Termination provisions. ?Indemnification. ?Tax.
Also known as articles of merger. A certificate evidencing the merger of two or more entities into one entity.
A Delaware Certificate of Incorporation is the foundation upon which a Delaware corporation is built. Until you receive the approved Certificate of Incorporation back from the Delaware Division of Corporations, you do not yet have a valid Delaware company.
A Delaware LLC merger happens when business agreements combine multiple entities into one sole entity. The LLC series isn't considered a separate entity ing to Delaware state laws.