Interim Order. As soon as reasonably practicable after the date of this Agreement, the Company shall apply, in a manner reasonably acceptable to the other Parties, pursuant to section 182 of the OBCA and, in cooperation with the other Parties, prepare, file and diligently pursue an application for the Interim Order, which shall provide, among other things:
(a) for the classes of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which such notice is to be provided;
(b) that the required level of approval (the “Required Approval”) for the Arrangement Resolution shall be (i) two-thirds of the votes cast on the Arrangement Resolution by Company Shareholders present in person or represented by proxy at the Company Meeting; and (ii) a simple majority of the votes cast on the Arrangement Resolution by Company Shareholders present in person or represented by proxy at the Company Meeting, excluding for this purpose votes attached to Common Shares held by persons described in items (a) through (d) of section 8.1(2) of MI 61-101;
(c) for the notice requirements with respect to the presentation of the application to the Court for the Final Order;
(d) that the Company Meeting may be adjourned or postponed from time to time by the Company in accordance with the terms of this Agreement without the need for additional approval of the Court;
(e) confirmation of the record date for the purposes of determining the Company Shareholders entitled to notice of and to vote at the Company Meeting in accordance with the Interim Order;
(f) that the record date for the Company Shareholders entitled to notice of and to vote at the Company Meeting will not change in respect of any adjournment(s) of the Company Meeting, unless required by applicable Laws;
(g) that, in all other respects, the terms, restrictions and conditions of the Company’s Constating Documents, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; and
(h) for such other matters as the Company may reasonably require, subject to obtaining the prior consent of the other Parties, such consent not to be unreasonably withheld, conditioned or delayed.
Interim Order. As soon as reasonably practicable following the execution of this Agreement, and in any event in sufficient time to hold the Silvermex Meeting in accordance with Section 2.3, Silvermex shall apply to the Court in a manner acceptable to First Majestic, acting reasonably, pursuant to the Business Corporations Act and prepare, file and diligently pursue an application for the Interim Order, which shall provide, among other things:
(a) for the class of Persons to whom notice is to be provided in respect of the Arrangement and the Silvermex Meeting and for the manner in which such notice is to be provided;
(b) that the requisite approval for the Arrangement Resolution shall be two-thirds of the votes cast on the Arrangement Resolution by the Silvermex Securityholders (voting together as a single class) present in person or by proxy at the Silvermex Meeting, such that each Silvermex Shareholder is entitled to one vote for each Silvermex Share held, each Silvermex Optionholder is entitled to one vote for each Silvermex Share issuable upon exercise of each Silvermex Option held and each Silvermex Warrantholder is entitled to one vote for each Silvermex Share issuable upon exercise of each Silvermex Warrant held, together with, if required by MI 61-101, minority approval in accordance with MI 61-101;
(c) that, in all other respects, the terms, restrictions and conditions of the articles of Silvermex, including quorum requirements and all other matters, shall apply in respect of the Silvermex Meeting;
(d) for the grant of the Dissent Rights;
(e) for the notice requirements with respect to the presentation of the application to the Court for the Final Order;
(f) that the Silvermex Meeting may be adjourned or postponed from time to time by the Silvermex Board, subject to the terms of this Agreement, without the need for additional approval of the Court;
(g) that it is First Majestic’s intention to rely upon the exemption from registration provided by Section 3(a)(10) of the U.S. Securities Act with respect to the issuance of the First Majestic Shares and Replacement Warrants to be issued pursuant to the Arrangement, based on the Court’s approval of the Arrangement; and
(h) for such other matters as First Majestic may reasonably require, subject to obtaining the prior consent of Silvermex, such consent not to be unreasonably withheld or delayed.
Interim Order. At the time of the making of the initial Loans or at the time of the issuance of the initial Letters of Credit, whichever first occurs, the Agent and the Banks shall have received a certified copy of an order of the Bankruptcy Court in substantially the form of Exhibit A-1 (the "Interim Order") approving the Loan Documents and granting the Superpriority Claim status and priming and other Liens described in Section 2.23 which (i) shall have been entered upon an application or motion of the Borrower reasonably satisfactory in form and substance to the Agent, on such prior notice to such parties (including the Existing Lenders) as may in each case be reasonably satisfactory to the Agent, (ii) authorize extensions of credit in an aggregate amount of up to $75,000,000, (iii) approve the payment by the Borrower of all of the Fees set forth in Section 2.19, (iv) shall be in full force and effect, and (v) shall have authorized the use by the Borrower and the Guarantors of any cash collateral in which any Existing Lender under the Existing Agreement may have an interest and shall have provided, as adequate protection for the use of such cash collateral and the priming contemplated hereby, for (x) a priority claim as contemplated by Section 507(b) of the Bankruptcy Code, (y) a Lien on substantially all of the assets of the Borrower and the Guarantors having a priority junior to the priming and other Liens granted in favor of the Agent and the Banks hereunder and under the other Loan Documents and (z) additional adequate protection in the form of the payment on a current basis of the reasonable fees and disbursements of respective counsel for the Pre-Petition Agent (including any unpaid pre-petition fees and expenses) and (vi) shall not have been stayed, reversed, modified or amended in any respect without the prior written consent of the Agent and the Required Banks and, if the Interim Order is the subject of a pending appeal in any respect, neither the making of such Loans nor the issuance of such Letter of Credit nor the performance by the Borrower or any of the Guarantors of any of their respective obligations hereunder or under the Loan Documents or under any other instrument or agreement referred to herein shall be the subject of a presently effective stay pending appeal.
Interim Order. Following the execution of this Agreement and the completion of the IPO, BHC and B+L will make and diligently pursue a joint application to the Court for the Interim Order, pursuant to the CBCA and the BCBCA, as applicable, which will provide, among other things:
(a) for the calling and holding of the BHC Meeting for the purpose of considering the BHC Arrangement Resolution;
(b) for the class of Persons to whom notice is to be provided in respect of the Arrangement, the BHC Meeting and the B+L Meeting and for the manner in which such notice is to be provided;
(c) that:
(i) the requisite approval for the BHC Arrangement Resolution will be not less than 662⁄3% of the votes cast by the BHC Shareholders present in person or represented by proxy at the BHC Meeting;
(ii) that, in all other respects, the terms, conditions and restrictions of BHC’s Articles, including quorum requirements for the BHC Shareholders, and all other matters, shall apply in respect of the BHC Meeting;
(d) that:
(i) the requisite approval for the B+L Arrangement Resolution will be not less than 662⁄3% of the votes cast by the B+L Shareholders present in person or represented by proxy at the B+L Meeting;
(ii) that, in all other respects, the terms, conditions and restrictions of B+L constating documents, including quorum requirements for the B+L Shareholders, and all other matters, shall apply in respect of the B+L Meeting;
(e) for the grant of BHC Dissent Rights to the registered BHC Shareholders and B+L Dissent Rights to the registered B+L Shareholders as provided in the Plan of Arrangement;
(f) for the notice requirements with respect to the presentation of the joint application to the Court for the Final Order;
(g) for the confirmation of the record date for the purposes of determining the BHC Shareholders entitled to receive the Joint Information Circular and vote at the BHC Meeting in accordance with the Interim Order;
(h) for the confirmation of the record date for the purposes of determining the B+L Shareholders entitled to receive the Joint Information Circular and vote at the B+L Meeting in accordance with the Interim Order;
(i) that the BHC Meeting may be adjourned or postponed from time to time by the BHC Board in accordance with the terms of this Agreement without the need for additional approval of the Court;
(j) that the B+L Meeting may be adjourned or postponed from time to time by the B+L Board in accordance with the terms of this Agreement without the need for additional ...
Interim Order. Not later than five (5) days following the Filing Date, the Administrative Agent and the Lenders shall have received a certified copy of each Interim Order approving the Loan Documents and granting the Superpriority Claim status and senior priming and other Liens described in Section 2.24 and the CCAA DIP Lenders’ Charge, in the case of the Initial Order, which Interim Order (i) shall have been entered upon an application or motion of the applicable Loan Parties, in form and substance satisfactory to the Administrative Agent and the Co-Lead Arrangers and on such prior notice to such parties as may be satisfactory to the Administrative Agent and the Co-Lead Arrangers, (ii) shall authorize extensions of credit in amounts satisfactory to the Administrative Agent and the Co-Lead Arrangers, (iii) shall approve the payment by the Loan Parties of all of the Fees set forth in Section 2.20, Section 2.21 and Section 2.22, (iv) shall be in full force and effect, (v) shall not have been stayed, reversed, modified or amended in any respect without the written consent of the Administrative Agent and the Co-Lead Arrangers, (vi) shall be entered with the consent or non-objection of a preponderance (as determined by the Administrative Agent and the Co-Lead Arrangers in their exclusive discretion) of the secured creditors of any of the Loan Parties under the Pre-Petition Credit Agreement, and (vii) if the Interim Order is the subject of a pending appeal in any respect, neither the making of such Loan nor the issuance of such Letter of Credit nor the performance by any of the Loan Parties of any of their obligations hereunder or under the Loan Documents or under any other instrument or agreement referred to herein shall be the subject of a presently effective stay pending appeal.
Interim Order. 5 1.5. Articles of Arrangement ............................................... 5 1.6.
Interim Order. The Company covenants in favour of the Purchaser that, as soon as reasonably practicable after the execution of this Agreement and in any event in sufficient time to hold the Company Meeting in accordance with Section 2.03, the Company will apply for and have the hearing for the Interim Order before the Court pursuant to Section 291 of the BCBCA, respectively, for the Interim Order in a manner and form acceptable to the Purchaser, acting reasonably, which shall provide, among other things:
(a) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which such notice is to be provided;
(b) for the confirming of the record date for the purpose of determining the Company Shareholders entitled to notice of and to vote at the Company Meeting (which date shall be fixed by the Company in consultation with the Purchaser) and that such record date will not change in respect of any adjournment(s) or postponement(s) of the Company Meeting;
(c) that the requisite approval (the "Company Shareholder Approval") for the Arrangement Resolution shall be the affirmative vote of: (i) two-thirds of the votes cast by Company Shareholders, voting together as a single class, present in person or represented by proxy at the Company Meeting; and (ii) a majority of the votes cast by Company Shareholders present in person or represented by proxy at the Company Meeting excluding for this purpose votes attached to the Company Shares held by persons described in item (a), item (b), item (c) and item (d) of Section 8.1(2) of MI 61-101;
(d) that in all other respects, the terms, conditions and restrictions of the Company's Constating Documents, including quorum requirements and other matters, shall apply in respect of the Company Meeting;
(e) for the grant of Dissent Rights only to registered Company Shareholders as contemplated in the Plan of Arrangement;
(f) for notice requirements with respect to the presentation of the application to the Court for the Final Order;
(g) that the Company Meeting may be adjourned or postponed from time to time by the Company in accordance with the terms of this Agreement or as otherwise agreed by the Parties without the need for additional approval by the Court and without the necessity of first convening the meeting or first obtaining any vote of the Company Shareholders respecting the adjournment(s) or postponement(s);
(h) that the deadline for the submission of proxies by Com...
Interim Order. The Company agrees that as soon as reasonably practicable after the date hereof, and in any event no later than January 2, 2013, the Company shall apply, in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 130 of the NSCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall provide, among other things:
(i) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which notice is to be provided;
(ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2);
(iii) that the requisite approval for the Arrangement Resolution shall be (A) three-quarters of the votes cast on the Arrangement Resolution by the Shareholders present in person or represented by proxy at the Company Meeting (the “Requisite Shareholder Approval”); and (B) such other approval, if any, as is required by MI 61-101;
(iv) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association and articles of association, including quorum requirements and all other matters, shall apply in respect of the Company Meeting;
(v) for the grant of the Dissent Rights;
(vi) for the notice requirements with respect to the presentation of the application to the Court for the Final Order;
(vii) that the Company Meeting may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company without the need for additional approval of the Court; and
(viii) that the record date for Shareholders entitled to vote at the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) of the Company Meeting, unless required by applicable Law.
Interim Order. The petition for the application referred to in Section 2.1(b) will request that the Interim Order provide, among other things:
(a) for the classes of Persons to whom notice is to be provided in respect of the Arrangement and the Meeting and for the manner in which such notice is to be provided;
(b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order;
(c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution;
(d) that the requisite shareholder approval for the Arrangement Resolution will be at least two-thirds of the votes cast by the LAC Shareholders present in person or represented by proxy at the Meeting and entitled to vote at the Meeting (and, if required, minority approval pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions);
(e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement;
(f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum;
(g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office;
(h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court;
(i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards;
(j) for the notice requirements with respect to the presentation of the application to the Court for the Final Order;
(k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the he...
Interim Order. The notice of motion for the application referred to in Section 2.2(a) will request that the Interim Order provide:
