Non-Arm’s Length Transactions. Except as disclosed in the enCore Disclosure Letter or enCore Public Records, neither enCore nor any enCore Subsidiary owes any amount to, nor has enCore or any enCore Subsidiary any present loans to, or borrowed any amount from or is otherwise indebted to, any officer, director, employee or securityholder of any of them or any person not dealing at “arm’s length” (as such term is defined in the ITA) with any of them except for usual employee reimbursements and compensation paid or other advances of funds in the ordinary and normal course of the business of enCore or any enCore Subsidiary. Except usual employee or consulting arrangements made in the ordinary and normal course of business, neither enCore nor any enCore Subsidiary is a party to any contract, agreement or understanding with any officer, director, employee or securityholder of any of them or any other person not dealing at arm’s length with enCore and the enCore Subsidiaries. No officer, director or employee of enCore or any enCore Subsidiary and no person which is an affiliate or associate of any of the foregoing persons, owns, directly or indirectly, any interest (except for shares representing less than 5% of the outstanding shares of any class or series of any publicly traded company) in, or is an officer, director, employee or consultant of, any person which is, or is engaged in, a business competitive with the business of enCore or any enCore Subsidiary which could have a material adverse effect on the ability to properly perform the services to be performed by such person for enCore or any enCore Subsidiary. Except as described in the enCore Disclosure Letter or enCore Public Records, no officer, director, employee or securityholder of enCore or any enCore Subsidiary has any cause of action or other claim whatsoever against, or owes any amount to, enCore or any enCore Subsidiary except for claims in the ordinary and normal course of the business of enCore or any enCore Subsidiary such as for accrued vacation pay or other amounts or matters which would not be material to enCore.
Appears in 2 contracts
Samples: Arrangement Agreement (Encore Energy Corp.), Arrangement Agreement (Encore Energy Corp.)
Non-Arm’s Length Transactions. Except as disclosed in the enCore Azarga Disclosure Letter or enCore Azarga Public Records, neither enCore Azarga nor any enCore Azarga Subsidiary owes any amount to, nor has enCore Azarga or any enCore Azarga Subsidiary any present loans to, or borrowed any amount from or is otherwise indebted to, any officer, director, employee or securityholder of any of them or any person not dealing at “arm’s length” (as such term is defined in the ITA) with any of them except for usual employee reimbursements and compensation paid or other advances of funds in the ordinary and normal course of the business of enCore Azarga or any enCore Azarga Subsidiary. Except usual employee or consulting arrangements made in the ordinary and normal course of business, neither enCore Azarga nor any enCore Azarga Subsidiary is a party to any contract, agreement or understanding with any officer, director, employee or securityholder of any of them or any other person not dealing at arm’s length with enCore Xxxxxx and the enCore Azarga Subsidiaries. No officer, director or employee of enCore Azarga or any enCore Azarga Subsidiary and no person which is an affiliate or associate of any of the foregoing persons, owns, directly or indirectly, any interest (except for shares representing less than 5% of the outstanding shares of any class or series of any publicly traded company) in, or is an officer, director, employee or consultant of, any person which is, or is engaged in, a business competitive with the business of enCore Azarga or any enCore Azarga Subsidiary which could have a material adverse effect on the ability to properly perform the services to be performed by such person for enCore Azarga or any enCore Azarga Subsidiary. Except as described in the enCore Azarga Disclosure Letter or enCore Azarga Public Records, no officer, director, employee or securityholder of enCore Azarga or any enCore Azarga Subsidiary has any cause of action or other claim whatsoever against, or owes any amount to, enCore Azarga or any enCore Azarga Subsidiary except for claims in the ordinary and normal course of the business of enCore Azarga or any enCore Azarga Subsidiary such as for accrued vacation pay or other amounts or matters which would not be material to enCoreAzarga.
Appears in 2 contracts
Samples: Arrangement Agreement (Encore Energy Corp.), Arrangement Agreement (Encore Energy Corp.)
Non-Arm’s Length Transactions. Except as disclosed in the enCore Disclosure Letter or enCore Public Records, neither enCore nor any enCore Subsidiary Neither Miramar owes any amount to, nor has enCore Miramar or any enCore Miramar Subsidiary made, arranged or modified (in any present loans tomaterial way) any extension of credit, in the form of a personal loan or otherwise, or borrowed any amount from or is otherwise indebted to, any officer, director, employee or securityholder of any of them or any person not dealing at “arm’s length” (as such term is defined in for the ITApurposes of the Income Tax Act (Canada)) with any of them except for usual employee reimbursements and compensation paid or other advances of funds in the ordinary and normal course of the business of enCore Miramar or any enCore a Miramar Subsidiary. Except usual employee or consulting arrangements made in the ordinary and normal course of business, neither enCore Miramar nor any enCore Miramar Subsidiary is a party to any contract, agreement or understanding with any officer, director, employee or securityholder of any of them or any other person not dealing at arm’s length with enCore Miramar and the enCore Miramar Subsidiaries. No officer, director or employee of enCore Miramar or any enCore Miramar Subsidiary and no person which is an affiliate or associate of any of the foregoing persons, owns, directly or indirectly, any interest (except for shares representing less than 5% of the outstanding shares of any class or series of any publicly traded company) in, or is an officer, director, employee or consultant of, any person which is, or is engaged in, a business competitive with the business of enCore Miramar or any enCore Miramar Subsidiary which could have a material adverse effect materially adversely impact on the ability to properly perform the services to be performed by such person for enCore Miramar or any enCore Miramar Subsidiary. Except as described in the enCore Disclosure Letter or enCore Public Records, no No officer, director, employee or securityholder of enCore Miramar or any enCore Miramar Subsidiary has any cause of action or other claim whatsoever against, or owes any amount to, enCore Miramar or any enCore Miramar Subsidiary except for claims in the ordinary and normal course of the business of enCore or any enCore Subsidiary Miramar such as for accrued vacation pay or other amounts or matters which would not be material to enCoreMiramar.
Appears in 2 contracts
Samples: Support Agreement (Miramar Mining Corp), Agreement (Newmont Mining Corp /De/)
Non-Arm’s Length Transactions. Except as disclosed in the enCore Azarga Disclosure Letter or enCore Azarga Public Records, neither enCore Azarga nor any enCore Azarga Subsidiary owes any amount to, nor has enCore Azarga or any enCore Azarga Subsidiary any present loans to, or borrowed any amount from or is otherwise indebted to, any officer, director, employee or securityholder of any of them or any person not dealing at “arm’s 's length” (as such term is defined in the ITA) with any of them except for usual employee reimbursements and compensation paid or other advances of funds in the ordinary and normal course of the business of enCore Azarga or any enCore Azarga Subsidiary. Except usual employee or consulting arrangements made in the ordinary and normal course of business, neither enCore Azarga nor any enCore Azarga Subsidiary is a party to any contract, agreement or understanding with any officer, director, employee or securityholder of any of them or any other person not dealing at arm’s 's length with enCore Xxxxxx and the enCore Azarga Subsidiaries. No officer, director or employee of enCore Azarga or any enCore Azarga Subsidiary and no person which is an affiliate or associate of any of the foregoing persons, owns, directly or indirectly, any interest (except for shares representing less than 5% of the outstanding shares of any class or series of any publicly traded company) in, or is an officer, director, employee or consultant of, any person which is, or is engaged in, a business competitive with the business of enCore Azarga or any enCore Azarga Subsidiary which could have a material adverse effect on the ability to properly perform the services to be performed by such person for enCore Azarga or any enCore Azarga Subsidiary. Except as described in the enCore Azarga Disclosure Letter or enCore Azarga Public Records, no officer, director, employee or securityholder of enCore Azarga or any enCore Azarga Subsidiary has any cause of action or other claim whatsoever against, or owes any amount to, enCore Azarga or any enCore Azarga Subsidiary except for claims in the ordinary and normal course of the business of enCore Azarga or any enCore Azarga Subsidiary such as for accrued vacation pay or other amounts or matters which would not be material to enCoreAzarga.
Appears in 1 contract
Samples: Arrangement Agreement
Non-Arm’s Length Transactions. Except as disclosed in the enCore Disclosure Letter or enCore Public Records, neither enCore nor any enCore Subsidiary owes any amount to, nor has enCore or any enCore Subsidiary any present loans to, or borrowed any amount from or is otherwise indebted to, any officer, director, employee or securityholder of any of them or any person not dealing at “arm’s 's length” (as such term is defined in the ITA) with any of them except for usual employee reimbursements and compensation paid or other advances of funds in the ordinary and normal course of the business of enCore or any enCore Subsidiary. Except usual employee or consulting arrangements made in the ordinary and normal course of business, neither enCore nor any enCore Subsidiary is a party to any contract, agreement or understanding with any officer, director, employee or securityholder of any of them or any other person not dealing at arm’s 's length with enCore and the enCore Subsidiaries. No officer, director or employee of enCore or any enCore Subsidiary and no person which is an affiliate or associate of any of the foregoing persons, owns, directly or indirectly, any interest (except for shares representing less than 5% of the outstanding shares of any class or series of any publicly traded company) in, or is an officer, director, employee or consultant of, any person which is, or is engaged in, a business competitive with the business of enCore or any enCore Subsidiary which could have a material adverse effect on the ability to properly perform the services to be performed by such person for enCore or any enCore Subsidiary. Except as described in the enCore Disclosure Letter or enCore Public Records, no officer, director, employee or securityholder of enCore or any enCore Subsidiary has any cause of action or other claim whatsoever against, or owes any amount to, enCore or any enCore Subsidiary except for claims in the ordinary and normal course of the business of enCore or any enCore Subsidiary such as for accrued vacation pay or other amounts or matters which would not be material to enCore.
Appears in 1 contract
Samples: Arrangement Agreement
Non-Arm’s Length Transactions. Except as disclosed in the enCore Azarga Disclosure Letter or enCore Azarga Public Records, neither enCore Azarga nor any enCore Azarga Subsidiary owes any amount to, nor has enCore Azarga or any enCore Azarga Subsidiary any present loans to, or borrowed any amount from or is otherwise indebted to, any officer, director, employee or securityholder of any of them or any person not dealing at “arm’s 's length” (as such term is defined in the ITA) with any of them except for usual employee reimbursements and compensation paid or other advances of funds in the ordinary and normal course of the business of enCore Azarga or any enCore Azarga Subsidiary. Except usual employee or consulting arrangements made in the ordinary and normal course of business, neither enCore Azarga nor any enCore Azarga Subsidiary is a party to any contract, agreement or understanding with any officer, director, employee or securityholder of any of them or any other person not dealing at arm’s 's length with enCore Azarga and the enCore Azarga Subsidiaries. No officer, director or employee of enCore Azarga or any enCore Azarga Subsidiary and no person which is an affiliate or associate of any of the foregoing persons, owns, directly or indirectly, any interest (except for shares representing less than 5% of the outstanding shares of any class or series of any publicly traded company) in, or is an officer, director, employee or consultant of, any person which is, or is engaged in, a business competitive with the business of enCore Azarga or any enCore Azarga Subsidiary which could have a material adverse effect on the ability to properly perform the services to be performed by such person for enCore Azarga or any enCore Azarga Subsidiary. Except as described in the enCore Azarga Disclosure Letter or enCore Azarga Public Records, no officer, director, employee or securityholder of enCore Azarga or any enCore Azarga Subsidiary has any cause of action or other claim whatsoever against, or owes any amount to, enCore Azarga or any enCore Azarga Subsidiary except for claims in the ordinary and normal course of the business of enCore Azarga or any enCore Azarga Subsidiary such as for accrued vacation pay or other amounts or matters which would not be material to enCoreAzarga.
Appears in 1 contract
Samples: Arrangement Agreement