Consolidation and Amalgamation. (1) The Corporation shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "successor corporation") whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the Corporation, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 6 contracts
Samples: Rights Agreement (Apollo Gold Corp), Rights Agreement (Apollo Gold Corp), Rights Agreement (Apollo Gold Corp)
Consolidation and Amalgamation. (1a) The Corporation shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, arrangement, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things asas the Company, in the opinion of counsel to the Corporationacting reasonably, considers are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 4 contracts
Samples: Letter Agreement (MedMen Enterprises, Inc.), Commercial Loan Agreement (MedMen Enterprises, Inc.), Commercial Loan Agreement (MedMen Enterprises, Inc.)
Consolidation and Amalgamation. (1a) The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, including without limitation a Capital Reorganization, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the CorporationHolder, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 3 contracts
Samples: Shareholders Agreement (Pinnacle Entertainment Inc.), Shareholders Agreement (Pinnacle Entertainment Inc.), Shareholders Agreement (Pinnacle Entertainment Inc.)
Consolidation and Amalgamation. (1a) The Corporation shall not enter into any transaction whereby all or substantially all of or its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to as the Corporation, are acting reasonably, considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 2 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Green Thumb Industries Inc.)
Consolidation and Amalgamation. (1) 12.1 The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "successor corporation") whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the CorporationHolder, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 2 contracts
Samples: Registration Rights Agreement (Rio Tinto PLC), Us Geothermal Inc
Consolidation and Amalgamation. (1a) The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, plan of arrangement, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things asas the Company, in the opinion of counsel to the Corporationacting reasonably, are considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 2 contracts
Samples: Subscription Agreement, Subscription Agreement
Consolidation and Amalgamation. (1a) The Corporation shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to as the Corporation, are acting reasonably, considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Consolidation and Amalgamation. (1a) The Corporation shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "successor corporation") whether by way of reorganizationcorporation nization, reconstruction, consolidation, arrangement, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things asas the Company, in the opinion of counsel to the Corporationacting reasonably, considers are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Loan Agreement
Consolidation and Amalgamation. (1a) The Corporation shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would would, directly or indirectly, become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to as the Corporation, are acting reasonably, considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Agreement (Sandstorm Gold LTD)
Consolidation and Amalgamation. (1) 13.1 The Corporation shall Company will not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall will have executed such instruments and done such things as, in the opinion of counsel to the CorporationHolder, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Amending Agreement (Rio Tinto PLC)
Consolidation and Amalgamation. (1a) The Corporation shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "successor corporation") whether by way of reorganizationcorporation nization, reconstruction, consolidation, arrangement, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things asas the Company, in the opinion of counsel to the Corporationacting reasonably, considers are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Loan Agreement
Consolidation and Amalgamation. (1) The Corporation shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "successor corporationSUCCESSOR CORPORATION") whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the Corporation, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Consolidation and Amalgamation. (1a) The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, arrangement, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things asas the Company, in the opinion of counsel to the Corporationacting reasonably, are considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Acceptance and Agreement (Premium Nickel Resources Ltd.)
Consolidation and Amalgamation. (1a) The Corporation Issuer shall not enter into any transaction whereby all or substantially all of or its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Issuer and the successor corporation shall have executed such instruments and done such things asas the Issuer, in the opinion of counsel to the Corporationacting reasonably, are considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Share Purchase Agreement
Consolidation and Amalgamation. (1a) The Corporation Company shall not enter into any transaction whereby all or substantially all of or its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things asas the Company, in the opinion of counsel to the Corporationacting reasonably, are considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Consolidation and Amalgamation. (1) 12.1 The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the becomethe property of any other corporation or entity (herein called a "successor corporation") whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the CorporationHolder, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Consolidation and Amalgamation. (1a) The Corporation Other than in connection with the Announced Business Combination, the Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the CorporationCompany, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Consolidation and Amalgamation. (1a) The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, arrangement, business combination, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the CorporationCompany, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Consolidation and Amalgamation. (1a) The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things as, in the opinion of counsel to the CorporationHolder, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Share Purchase Agreement
Consolidation and Amalgamation. (1) 12.1 The Corporation shall Company will not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "“successor corporation"”) whether by way of reorganization, reconstruction, consolidation, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall will have executed such instruments and done such things as, in the opinion of counsel to the CorporationHolder, are necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Amending Agreement (Rio Tinto PLC)
Consolidation and Amalgamation. (1a) The Corporation Company shall not enter into any transaction whereby all or substantially all of its undertaking, property and assets would become the property of any other corporation or entity (herein called a "successor corporation") whether by way of reorganization, reconstruction, consolidation, arrangement, amalgamation, merger, transfer, sale, disposition or otherwise, unless prior to or contemporaneously with the consummation of such transaction the Corporation Company and the successor corporation shall have executed such instruments and done such things asas the Company, in the opinion of counsel to the Corporationacting reasonably, are considers necessary or advisable to establish that upon the consummation of such transaction:
Appears in 1 contract
Samples: Private and Confidential (Premium Nickel Resources Ltd.)