Pan American Circular Clause Samples

Pan American Circular. (a) Subject to Tahoe complying with Section 2.7(c), Pan American shall prepare the Pan American Circular in compliance with all applicable Laws and file or furnish, as applicable, on a timely basis, and in any event prior to the close of business on the Mailing Deadline, the Pan American Circular with respect to the Pan American Meeting in all jurisdictions where the same is required to be filed or furnished and mail the same in accordance with all applicable Laws, in all jurisdictions where the same is required to be mailed. If necessary, Pan American shall, in consultation with Tahoe abridge the timing contemplated by NI 54-101, as provided in section 2.20 thereof (provided, however, that for greater certainty, the foregoing obligation shall not extend to the making of an application for a waiver or exemption from the requirements of NI 54-101). (b) Pan American shall ensure that the Pan American Circular complies in all material respects with all applicable Laws, and, without limiting the generality of the foregoing, that the Pan American Circular shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made (other than in each case with respect to any information relating to and provided by Tahoe for inclusion in the Pan American Circular, for which Pan American shall not be responsible for the accuracy thereof) and shall provide Pan American Shareholders with information in sufficient detail to permit them to form a reasoned judgment concerning the matters to be placed before them at the Pan American Meeting. Subject to Section 7.2, the Pan American Circular shall include the Pan American Board Recommendation and a statement that each director and senior officer of Pan American intends to vote all of their Pan American securities (including any Pan American Shares issued upon the exercise of any Pan American Options or upon vesting of any Pan American RSUs) in favour of the Pan American Resolutions and any other resolution presented at the Pan American Meeting required to give effect to the Arrangement. The content of the Pan American Circular shall comply with the terms of this Agreement. (c) Tahoe shall furnish to Pan American on a timely basis such information regarding Tahoe as may be required by Law or reasonably required by Pan American in the preparation of the Pan A...
View SourceView Similar (4)

Related to Pan American Circular

  • COLLEGE has the sole right to control and direct the instructional activities of all instructors, including those who are SCHOOL DISTRICT employees.

  • Department The Massachusetts Department of Public Utilities or any successor state agency.

  • Professional Development Plan Professional Development Plan (PDP) refers to plans developed by faculty members addressing the criteria contained in Article 22 and Appendix G.

  • Safety Plan Developer’s safety plan specifically adapted for the Project. Developer's Safety Plan shall comply with all provisions regarding Project safety, including all applicable provisions in these Construction Provisions.

  • Union Communications (a) The Employer will provide a bulletin board for the exclusive use of the Union. The sites will be determined by mutual agreement. The use of the bulletin boards is restricted to the affairs of the Union. (b) The parties may, at the local level, agree upon another method of notifying employees of union business. (c) Employees who normally use the Employer's computers for work related business can occasionally access the union's websites and an electronic copy of the collective agreement during breaks if it does not unreasonably interfere with the Employer's business.