Common use of Effect of Certificate of Amalgamation Clause in Contracts

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

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Effect of Certificate of Amalgamation. On the Effective Date, subject to the BCBCAABCA: (a) the Amalgamation and the continuance of SubCo and MTI Nanalysis as one corporation under the terms and conditions prescribed in this Agreement shall be effective; (b) the property of each of SubCo and MTI Nanalysis shall continue to be the property of Amalco; (c) Amalco shall continue to be liable for the obligations of each of SubCo and MTINanalysis; (d) any existing cause of action, claim or liability to prosecution with respect to either or both or all of SubCo and MTI Nanalysis shall be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and MTI 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 MTI Nanalysis may be enforced by or against Amalco; and (g) the Notice of Articles contained in the 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 BCBCA: (a) the Amalgamation and the continuance of SubCo and MTI Mineworx as one corporation under the terms and conditions prescribed in this Agreement shall be effective; (b) the property of each of SubCo and MTI Mineworx shall continue to be the property of Amalco; (c) Amalco shall continue to be liable for the obligations of each of SubCo and MTIMineworx; (d) any existing cause of action, claim or liability to prosecution with respect to either or both or all of SubCo and MTI Mineworx shall be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and MTI 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 MTI Mineworx may be enforced by or against Amalco; and (g) the Notice of Articles contained in the 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 BCBCA: (a) the Amalgamation and the continuance of SubCo Monk-E and MTI 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 MTI 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 MTIXxxxx; (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 MTI shall Subco will be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and MTI 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 MTI Monk-E or Subco may be enforced by or against Amalco; and (g) the Notice of Articles contained set forth in the Amalgamation Application 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 BCBCA: (a) the Amalgamation and the continuance of SubCo FansUnite and MTI 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 MTI 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 MTISubco; (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 MTI shall Subco will be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and MTI 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 MTI FansUnite or Subco may be enforced by or against Amalco; and (g) the Notice of Articles contained in the Amalgamation Application shall 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 BCBCAOBCA: (a) the Amalgamation and the continuance of SubCo and MTI 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 MTI 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 MTIGlobally Local; (d) any existing cause of action, claim or liability to prosecution with respect to either or both or all of SubCo and MTI Globally Local shall be unaffected; (e) any civil, criminal or administrative action or proceeding pending by or against any of SubCo and MTI 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 MTI Globally Local may be enforced by or against Amalco; and (g) the Notice of Articles contained in the Articles of Amalgamation Application β€Ž 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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