General conditions precedent. The respective obligations of the parties hereto to consummate the transactions contemplated hereby, and in particular the Amalgamation, are subject to the satisfaction, on or before the Closing Date, of the following conditions, any of which may be waived by the consent of each of the parties without prejudice to their rights to rely on any other or others of such conditions: (i) this Agreement and the transactions contemplated hereby, including, in particular, the Amalgamation, shall be approved by the sole shareholder of SubCo and by the sole shareholder of NewCo in accordance with the BCBCA; (ii) all the conditions required to close the Amalgamation set out herein and in the Acquistion Agreement being met or waived; and (iii) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement, including, without limitation, the Amalgamation.
Appears in 4 contracts
Samples: Acquisition Agreement (Hightimes Holding Corp.), Acquisition Agreement (Red White & Bloom Brands Inc.), Acquisition Agreement
General conditions precedent. The respective obligations of the parties hereto to consummate the transactions contemplated hereby, and in particular the Amalgamation, are subject to the satisfaction, on or before the Closing Qualifying Transaction Date, of the following conditions, any of which may be waived by the consent of each of the parties without prejudice to their rights to rely on any other or others of such conditions:
(ia) this Agreement and the transactions contemplated hereby, including, in particular, the Amalgamation, shall be approved by the sole shareholder of SubCo Subco and by the sole shareholder holders of NewCo Aphria Shares in accordance with the BCBCAAct;
(iib) all the conditions required to close the Amalgamation Qualifying Transaction set out herein and in the Acquistion Transaction Agreement being met or waived; and
(iiic) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement, including, without limitation, the Amalgamation.
Appears in 2 contracts
Samples: Transaction Agreement, Amalgamation Agreement
General conditions precedent. The respective obligations of the parties hereto to consummate the transactions contemplated hereby, and in particular the Amalgamation, are subject to the satisfaction, on or before the Closing Business Combination Date, of the following conditions, any of which may be waived by the consent of each of the parties without prejudice to their rights to rely on any other or others of such conditions:
(ia) this Agreement and the transactions contemplated hereby, including, in particular, the Amalgamation, shall be approved by the sole shareholder of SubCo Subco and by the sole shareholder of NewCo Influencers Shareholders in accordance with the BCBCA;
(iib) all the conditions required to close the Amalgamation Business Combination set out herein and in the Acquistion Business Combination Agreement being met or waived; and
(iiic) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement, including, without limitation, the Amalgamation.
Appears in 1 contract
Samples: Business Combination Agreement
General conditions precedent. The respective obligations of the parties hereto to consummate the transactions contemplated hereby, and in particular the Amalgamation, are subject to the satisfaction, on or before the Closing Business Combination Date, of the following conditions, any of which may be waived by the consent of each of the parties without prejudice to their rights to rely on any other or others of such conditions:
(ia) this Agreement and the transactions contemplated hereby, including, in particular, the Amalgamation, shall be approved by the sole shareholder of SubCo Subco and by the sole shareholder of NewCo Bendu Shareholders in accordance with the BCBCA;
(iib) all the conditions required to close the Amalgamation Business Combination set out herein and in the Acquistion Business Combination Agreement being met or waived; and
(iiic) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement, including, without limitation, the Amalgamation.
Appears in 1 contract
Samples: Business Combination Agreement
General conditions precedent. The respective obligations of the parties hereto to consummate the transactions contemplated hereby, and in particular the Amalgamation, are subject to the satisfaction, on or before the Closing Business Combination Date, of the following conditions, any of which may be waived by the consent of each of the parties without prejudice to their rights to rely on any other or others of such conditions:
(ia) this Agreement and the transactions contemplated hereby, including, in particular, the Amalgamation, shall be approved by the sole shareholder of SubCo Subco and by the sole shareholder of NewCo MMJ Shareholders in accordance with the BCBCAAct;
(iib) all the conditions required to close the Amalgamation Business Combination set out herein and in the Acquistion Business Combination Agreement being met or waived; and
(iiic) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement, including, without limitation, the Amalgamation.
Appears in 1 contract
Samples: Business Combination Agreement
General conditions precedent. The respective obligations of the parties hereto to consummate the transactions contemplated hereby, and in particular the Amalgamation, are subject to the satisfaction, on or before the Closing Effective Date, of the following conditions, any of which may be waived by the consent of each of the parties without prejudice to their rights to rely on any other or others of such conditions:
(ia) this Agreement and the transactions contemplated hereby, including, in particular, the Amalgamation, shall be approved by the sole shareholder of SubCo Subco 2 and by the sole shareholder of NewCo Debtco Shareholders in accordance with the BCBCA;
(ii) all the conditions required to close the Amalgamation set out herein and in the Acquistion Agreement being met or waived; and
(iiib) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement, including, without limitation, the Amalgamation.
Appears in 1 contract
Samples: Amalgamation Agreement
General conditions precedent. The respective obligations of the parties hereto to consummate the transactions contemplated hereby, and in particular the Amalgamation, are subject to the satisfaction, on or before the Closing Business Combination Date, of the following conditions, any of which may be waived by the consent of each of the parties without prejudice to their rights to rely on any other or others of such conditions:
(ia) this Agreement and the transactions contemplated hereby, including, in particular, the Amalgamation, shall be approved by the sole shareholder of SubCo Subco and by the sole shareholder holders of NewCo GGB Shares in accordance with the BCBCAAct;
(iib) all the conditions required to close the Amalgamation Business Combination set out herein and in the Acquistion Amended and Restated Transaction Agreement being met or waived; and
(iiic) there shall not be in force any order or decree restraining or enjoining the consummation of the transactions contemplated by this Agreement, including, without limitation, the Amalgamation.
Appears in 1 contract
Samples: Transaction Agreement