Common use of Effect of Certificate of Amalgamation Clause in Contracts

Effect of Certificate of Amalgamation. On the Effective Date, subject to the OBCA: (a) the Amalgamation and the continuance of SubCo and Globally Local as one corporation under the terms and conditions prescribed in this Agreement shall be effective; (b) the property of each of SubCo and Globally Local shall continue to be the property of Amalco; (c) Amalco shall continue to be liable for the obligations of each of SubCo and Globally Local; (d) any existing cause of action, claim or liability to prosecution with respect to either or both or all of SubCo and Globally Local shall be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and Globally Local may be continued to be prosecuted by or against Amalco; (f) any conviction against, or ruling, order or judgment in favour of or against, any of SubCo and Globally Local may be enforced by or against Amalco; and (g) the Notice of Articles contained in the Articles of Amalgamation ‎ shall be deemed to be the Notice of Articles of Amalco and the Certificate of Amalgamation shall be deemed to be the Certificate of Incorporation of Amalco.

Appears in 1 contract

Samples: Amalgamation Agreement (Odd Burger Corp)

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Effect of Certificate of Amalgamation. On the Effective Date, subject to the OBCAABCA: (a) the Amalgamation and the continuance of SubCo and Globally Local Nanalysis as one corporation under the terms and conditions prescribed in this Agreement shall be effective; (b) the property of each of SubCo and Globally Local Nanalysis shall continue to be the property of Amalco; (c) Amalco shall continue to be liable for the obligations of each of SubCo and Globally LocalNanalysis; (d) any existing cause of action, claim or liability to prosecution with respect to either or both or all of SubCo and Globally Local Nanalysis shall be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and Globally Local Nanalysis may be continued to be prosecuted by or against Amalco; (f) any conviction against, or ruling, order or judgment in favour of or against, any of SubCo and Globally Local Nanalysis may be enforced by or against Amalco; and (g) the Notice of Articles contained in the Articles of Amalgamation Application shall be deemed to be the Notice of Articles of Amalco and the Certificate of Amalgamation shall be deemed to be the Certificate of Incorporation of Amalco.

Appears in 1 contract

Samples: Amalgamation Agreement

Effect of Certificate of Amalgamation. On the Effective Date, subject to the OBCABCBCA: (a) the Amalgamation and the continuance of SubCo FansUnite and Globally Local Subco as one corporation under the terms and conditions prescribed in this Agreement shall will be effective; (b) the property of each of SubCo FansUnite and Globally Local shall Subco will continue to be the property of Amalco; (c) Amalco shall will continue to be liable for the obligations of each of SubCo FansUnite and Globally LocalSubco; (d) any existing cause of action, claim or liability to prosecution with respect to either any of FansUnite or both or all of SubCo and Globally Local shall Subco will be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and Globally Local FansUnite or Subco may be continued to be prosecuted by or against Amalco; (f) any conviction against, or ruling, order or judgment in favour of or against, any of SubCo and Globally Local FansUnite or Subco may be enforced by or against Amalco; and (g) the Notice of Articles contained in the Articles of Amalgamation ‎ shall Application will be deemed to be the Notice of Articles of Amalco and the Certificate of Amalgamation shall will be deemed to be the Certificate of Incorporation of Amalco.

Appears in 1 contract

Samples: Amalgamation Agreement

Effect of Certificate of Amalgamation. On the Effective Date, subject to the OBCABCBCA: (a) the Amalgamation and the continuance of SubCo Monk-E and Globally Local Subco as one corporation under the terms and conditions prescribed in this Agreement shall will be effective; (b) the property of each of SubCo Monk-E and Globally Local shall Subco will continue to be the property of Amalco; (c) Amalco shall will continue to be liable for the obligations of each of SubCo Monk-E and Globally LocalXxxxx; (d) any existing cause of action, claim or liability to prosecution with respect to either any of Monk-E or both or all of SubCo and Globally Local shall Subco will be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and Globally Local Monk-E or Subco may be continued to be prosecuted by or against Amalco; (f) any conviction against, or ruling, order or judgment in favour of or against, any of SubCo and Globally Local Monk-E or Subco may be enforced by or against Amalco; and (g) the Notice of Articles contained set forth in the Articles of Amalgamation ‎ shall Schedule A will be deemed to be the Notice articles of Articles incorporation of Amalco and the Certificate of Amalgamation shall will be deemed to be the Certificate certificate of Incorporation incorporation of Amalco.

Appears in 1 contract

Samples: Amalgamation Agreement

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Effect of Certificate of Amalgamation. On the Effective Date, subject to the OBCABCBCA: (a) the Amalgamation and the continuance of SubCo and Globally Local MTI as one corporation under the terms and conditions prescribed in this Agreement shall be effective; (b) the property of each of SubCo and Globally Local MTI shall continue to be the property of Amalco; (c) Amalco shall continue to be liable for the obligations of each of SubCo and Globally LocalMTI; (d) any existing cause of action, claim or liability to prosecution with respect to either or both or all of SubCo and Globally Local MTI shall be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and Globally Local MTI may be continued to be prosecuted by or against Amalco; (f) any conviction against, or ruling, order or judgment in favour of or against, any of SubCo and Globally Local MTI may be enforced by or against Amalco; and (g) the Notice of Articles contained in the Articles of Amalgamation Application shall be deemed to be the Notice of Articles of Amalco and the Certificate of Amalgamation shall be deemed to be the Certificate of Incorporation of Amalco.

Appears in 1 contract

Samples: Amalgamation Agreement (Medicenna Therapeutics Corp.)

Effect of Certificate of Amalgamation. On the Effective Date, subject to the OBCABCBCA: (a) the Amalgamation and the continuance of SubCo and Globally Local Mineworx as one corporation under the terms and conditions prescribed in this Agreement shall be effective; (b) the property of each of SubCo and Globally Local Mineworx shall continue to be the property of Amalco; (c) Amalco shall continue to be liable for the obligations of each of SubCo and Globally LocalMineworx; (d) any existing cause of action, claim or liability to prosecution with respect to either or both or all of SubCo and Globally Local Mineworx shall be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and Globally Local Mineworx may be continued to be prosecuted by or against Amalco; (f) any conviction against, or ruling, order or judgment in favour of or against, any of SubCo and Globally Local Mineworx may be enforced by or against Amalco; and (g) the Notice of Articles contained in the Articles of Amalgamation Application shall be deemed to be the Notice of Articles of Amalco and the Certificate of Amalgamation shall be deemed to be the Certificate of Incorporation of Amalco.

Appears in 1 contract

Samples: Amalgamation Agreement

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