Adjustment to Consideration Regarding Distributions. If on or after the date hereof, either Target or Acquiror declares, sets aside or pays any dividend or other distribution to the Target Shareholders of record as of a time prior to the Effective Time (except for the distribution of Spinco Shares pursuant to the Arrangement) or to the shareholders of Acquiror, as applicable, the Board of Directors of Acquiror and Target shall make such adjustments to the Consideration as they determine acting in good faith to be necessary to restore the original intention of the Parties in the circumstances. For greater certainty, if Target takes any of the actions referred to above, the aggregate consideration to be paid by Acquiror shall be decreased by an equivalent amount, and if Acquiror takes any of such actions, the aggregate cash consideration to be paid by Acquiror to Former Target Shareholders shall be increased by an equivalent amount. Notwithstanding the foregoing, nothing in this Section 5.7 shall restrict the ability of Acquiror to terminate this Agreement pursuant to Section 9.2(c)(ii) in the event the condition precedent to the obligations of Acquiror set out in Section 6.2(d) shall not have been met.
Adjustment to Consideration Regarding Distributions. (a) Notwithstanding anything to the contrary contained in this Agreement, if (i) between the date of this Agreement and the Effective Time, the Company pays any dividend or other distribution on the Nomad Shares (or declares such a dividend or distribution with a record date prior to the Effective Date), other than Nomad Permitted Dividends or (ii) between the date of this Agreement and the Effective Time, the Purchaser pays any dividend or other distribution on the Purchaser Shares (or declares such a dividend or distribution with a record date prior to the Effective Date), other than ordinary course quarterly dividends to holders of Purchaser Shares in accordance with the Purchaser’s dividend policy not exceeding $0.02 per Purchaser Share per quarter, then, in each case, the Consideration to be paid per Nomad Share and any other dependent items shall be appropriately adjusted to provide to Nomad and the Purchaser and their respective shareholders the same economic effect as contemplated by this Agreement and the Arrangement prior to such action and as so adjusted shall, from and after the date of such event, be the Consideration to be paid per Nomad Share or other dependent item, subject to further adjustment in accordance with this provision.
Adjustment to Consideration Regarding Distributions. If on or after the date hereof, Target declares, sets aside or pays any dividend or other distribution to the Target Shareholders of record as of a time prior to the Effective Time (except for the distribution of Spinco Shares pursuant to the Plan of Arrangement), the Board of Directors of Acquiror and the Target Board shall make such adjustments to the Consideration as they determine acting in good faith to be necessary to restore the original intention of the Parties in the circumstances. For greater certainty, if Target takes any of the actions referred to above, the aggregate consideration to be paid by Acquiror shall be decreased by an equivalent amount. Notwithstanding the foregoing, nothing in this Section 5.7 shall restrict the ability of Acquiror to terminate this Agreement pursuant to Section 9.2(c)(ii) in the event the condition precedent to the obligations of Acquiror set out in Section 6.2(b) shall not have been met.
Adjustment to Consideration Regarding Distributions. If on or after the date hereof, Rio Alto declares, sets aside or pays any dividend or other distribution to the Rio Alto Shareholders of record as of a time prior to the Effective Time, Tahoe shall make such adjustments to the Consideration as it determines acting in good faith to be necessary to restore the original agreement of the parties in the circumstances. For greater certainty, if Rio Alto takes any of the actions referred to above, the aggregate consideration to be paid by Tahoe shall be decreased by an equivalent amount.
Adjustment to Consideration Regarding Distributions. If on or after the date hereof, the Company declares, sets aside or pays any dividend or other distribution to the Company Shareholders of record as of a time prior to the Effective Time, the Purchaser shall make such adjustments to the Consideration as it determines acting in good faith to be necessary to restore the original agreement of the parties in the circumstances. For greater certainty, if the Company takes any of the actions referred to the above, the aggregate portion of the Consideration consisting of Purchaser Shares to be paid by the Purchaser shall be decreased by an equivalent amount.
Adjustment to Consideration Regarding Distributions. If on or after the date hereof, Lake Shore declares, sets aside or pays any dividend or other distribution to the Lake Shore Shareholders of record as of a time prior to the Effective Time, Tahoe will make such adjustments to the Consideration as it determines acting in good faith to be necessary to restore the original agreement of the parties in the circumstances. For greater certainty, if Lake Shore takes any of the actions referred to above, the aggregate consideration to be paid by Tahoe will be decreased by an equivalent amount.
Adjustment to Consideration Regarding Distributions. If on or after the date hereof, either (a) Northern Empire declares, sets aside or pays any dividend or other distribution on the Common Shares, or (b) Coeur declares, sets aside or pays any dividend or other distribution on the Coeur Shares, Coeur and Northern Empire and the Board and the board of directors of Coeur shall make such adjustments to the consideration to be paid to holders of Common Shares pursuant to the Arrangement as they determine acting in good faith to be necessary to restore such intention of the Parties in the circumstances. For greater certainty, if Northern Empire takes any of the actions referred to above, the aggregate consideration to be paid by Coeur shall be decreased by an equivalent amount, and if Coeur takes any of such actions, the aggregate cash consideration to be paid by Coeur to Northern Empire Securityholders shall be increased by an equivalent amount. Notwithstanding the foregoing, nothing in this Section 5.8 shall restrict the ability of Coeur to terminate this Agreement pursuant to Section 7.2(c) in the event the condition precedent to the obligations of Coeur set out in Section 8.2 shall not have been met.
Adjustment to Consideration Regarding Distributions. If on or after the date hereof, the Company declares, sets aside or pays any dividend or other distribution to the Company Shareholders of record as of a time prior to the Effective Time, the Purchaser shall make such adjustments to the Consideration as it determines acting in good faith to be necessary to provide to the Company and the Purchaser and their respective shareholders the same economic effect as contemplated by this Agreement and the Arrangement prior to such action and as so adjusted shall, from and after the date of such event, be the Consideration to be paid per Company Share. For greater certainty, if the Company takes any of the actions referred to the above, the aggregate Consideration to be paid by the Purchaser shall be decreased by an equivalent amount.
