Bankruptcy, Insolvency and Reorganization. The Corporation is not an insolvent person within the meaning of the Bankruptcy and Insolvency Act (Canada) nor has the Corporation made an assignment in favour of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor had any petition for a receiving Order presented in respect of it. The Corporation has not initiated proceedings with respect to a compromise or arrangement with its creditors or for its winding up, liquidation or dissolution. No receiver has been appointed in respect of the Corporation or any of its property or assets and no execution or distress has been levied upon any of its property or assets. No act or proceeding has been taken or authorized by or against the Corporation with respect to any amalgamation, merger, consolidation, arrangement or reorganization of, or relating to, the Corporation, nor have any such proceedings been authorized by the Corporation, the Vendor or any of their Affiliates.
Bankruptcy, Insolvency and Reorganization. The Buyer is not an insolvent person or insolvent within the meaning of the Bankruptcy and Insolvency Act (Canada) nor has the Buyer made an assignment in favour of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor had any petition for a receiving order presented in respect of it. The Buyer has not initiated proceedings with respect to a compromise or arrangement with its creditors or for its discontinuance, dissolution, bankruptcy, insolvency, winding up, liquidation or dissolution. No receiver has been appointed in respect of the Buyer or any of its property or assets and no execution or distress has been levied upon any of its property or assets. Except in connection with the transactions contemplated by this Agreement, no act or proceeding has been taken or authorized by or against the Buyer with respect to any amalgamation, merger, consolidation, arrangement or reorganization of, or relating to, the Buyer nor have any such proceedings been authorized by any other person.
Bankruptcy, Insolvency and Reorganization. (i) EMV is not an insolvent person within the meaning of the Bankruptcy and Insolvency Act (Canada), nor has EMV made an assignment in favour of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor had any petition for a receiving order presented in respect of it.
Bankruptcy, Insolvency and Reorganization. Neither of the Vendor, the NovaGold Subs, GCP or the Operator is an insolvent person within the meaning of the Bankruptcy and Insolvency Act (Canada) and neither of them will become an insolvent person as a result of the Closing. Neither of the Vendor, the NovaGold Subs, GCP or the Operator have made an assignment in favour of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor had any petition for a receiving order presented in respect of it. No act or proceeding has been taken or authorized by or against any of the Vendor, the NovaGold Subs, GCP or the Operator with respect to a compromise or arrangement with its creditors or for its winding up, liquidation or dissolution and no such proceedings have been Threatened by any other Person. No receiver has been appointed in respect of either of the Vendor, the NovaGold Subs, GCP or the Operator or any of their respective property or assets and no execution or distress has been levied upon any of the property or assets of any of the Vendor, the NovaGold Subs, GCP or the Operator. No act or proceeding has been taken or authorized by or against the Vendor, the NovaGold Subs, GCP or the Operator with respect to any amalgamation, merger, consolidation, arrangement or reorganization of, or relating to, any of the Vendor, the NovaGold Subs, GCP or the Operator nor have any such proceedings been authorized or Threatened by any other Person. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FROM THE U.S. SECURITIES AND EXCHANGE COMMISSION FOR PORTIONS OF THIS AGREEMENT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO THE CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED WITH [***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION.
Bankruptcy, Insolvency and Reorganization. The Merger Sub is not an insolvent person within the meaning of the Bankruptcy and Insolvency Act (Canada) nor has the Merger Sub made an assignment in favour of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor has the Merger Sub had any petition for a receiving order presented in respect of it. The Merger Sub has not initiated proceedings with respect to a compromise or arrangement with its creditors or for its winding up, liquidation or dissolution. No receiver has been appointed in respect of the Merger Sub or any of its property or assets and no execution or distress has been levied upon any of its property or assets. Except in connection with the Merger, no act or proceeding has been taken or authorized by or against the Merger Sub with respect to any amalgamation, merger, consolidation, arrangement or reorganization of, or relating to, the Merger Sub, nor have any such proceedings been authorized by any other Person.
Bankruptcy, Insolvency and Reorganization. None of the Seller, Bxxxxx, SLZ or their respective Subsidiaries is an insolvent person within the meaning of the Bankruptcy and Insolvency Act (Canada) or under Title 10 Xxxxxx Xxxxxx Code Section 101, as applicable, and none of the Seller or, to the knowledge of the Seller, Bxxxxx and SLZ, Bxxxxx, SLZ or their respective Subsidiaries has made an assignment in favor of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor had any petition for a receiving order presented in respect of it nor undertaken a demerger or the transfer of its statutory seat or effective place of its management. None of the Seller, Bxxxxx, SLZ or their respective Subsidiaries has initiated proceedings with respect to a compromise or arrangement with its creditors or for its winding up, liquidation or dissolution or a demerger or the transfer of its statutory seat or effective place of its management. No receiver is currently appointed in respect of Bxxxxx or SLZ, or their respective property or assets and no execution or distress is currently levied upon any of the property or assets of Bxxxxx or SLZ. Since January 1, 2012, no act or proceeding has been taken or authorized by or against Bxxxxx or SLZ with respect to any amalgamation, merger, consolidation, arrangement or reorganization of, or relating to Bxxxxx or SLZ nor have any such proceedings been authorized by any other Person.
Bankruptcy, Insolvency and Reorganization. (i) Neither Xos nor any of its Subsidiaries is insolvent pursuant to its respective jurisdiction of formation or has made an assignment in favour of its creditors, made a proposal in bankruptcy to its creditors or any class thereof or had any petition for a receiving order presented in respect of them.
Bankruptcy, Insolvency and Reorganization. No Sunward Company is an insolvent person, within the meaning of the Bankruptcy and Insolvency Act (Canada) or any Applicable Law of similar effect, and no Sunward Company has made an assignment in favour of its creditors or a proposal in bankruptcy to its creditors or any class thereof or has had any petition for a receiving order presented in respect of it.
Bankruptcy, Insolvency and Reorganization. None of Buyer or any Subsidiary is an insolvent Person within the meaning of the Bankruptcy and Insolvency Act (Canada) or under Title 10 Xxxxxx Xxxxxx Code Section 101, as applicable, and none of Buyer or any Subsidiary has made an assignment in favor of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor had any petition for a receiving order presented in respect of it nor undertaken a demerger or the transfer of its statutory seat or effective place of its management. None of Buyer or any Subsidiary has initiated proceedings with respect to a compromise or arrangement with its creditors or for its winding-up, liquidation or dissolution or a demerger or the transfer of its statutory seat or effective place of its management. No receiver is currently appointed in respect of Buyer or any Subsidiary, or their respective property or assets and no execution or distress is currently levied upon any of the property or assets of Buyer or any Subsidiary. No act or proceeding has been taken or authorized by or against Buyer or any Subsidiary with respect to any amalgamation, merger, consolidation, arrangement or reorganization of, or relating to Buyer or any Subsidiary nor have any such proceedings been authorized by any other Person.
Bankruptcy, Insolvency and Reorganization. (i) The Company is not an insolvent person within the meaning of the Bankruptcy and Insolvency Act (Canada), nor has the Company made an assignment in favour of its creditors nor a proposal in bankruptcy to its creditors or any class thereof nor had any petition for a receiving order presented in respect of it.
