Pubco and Subco-RI Conditions. The obligations of Pubco and Subco-RI to complete the transactions contemplated herein are subject to the fulfillment of the following additional conditions at or before the Effective Time or such other time as is specified below: (a) Buyco shall have obtained the approval of the Buyco Shareholders to complete the Arrangement as contemplated hereby; (b) Buyco and Subco-RI shall have complied in all material respects with its covenants herein; (c) Buyco shall have complied in all material respects with its covenants and conditions herein; (d) the directors of Buyco shall have adopted all necessary resolutions and all other necessary corporate action shall have been taken by Buyco to permit the consummation of the Arrangement and other transactions contemplated hereby; and (e) all necessary consents and approvals by third parties shall have been obtained to permit the consummation of the Arrangement. The foregoing conditions are for the benefit of Pubco and Subco-RI and may be waived, in whole or in part, by Pubco and Subco-RI in writing at any time. If any of such conditions shall not be complied with or waived by Pubco or Subco-RI on or before the date required for the performance thereof, then Pubco and Subco-RI may terminate this Arrangement Agreement by delivering written notice to Buyco in circumstances where the failure to satisfy any such condition is not the result, directly or indirectly, of a breach of this Arrangement Agreement by Pubco or Subco-RI.
Appears in 5 contracts
Samples: Arrangement Agreement, Arrangement Agreement, Arrangement Agreement
Pubco and Subco-RI Conditions. The obligations of Pubco and Subco-RI to complete the transactions contemplated herein are subject to the fulfillment of the following additional conditions at or before the Effective Time or such other time as is specified below:
(a) Buyco shall have obtained the approval of the Buyco Shareholders to complete the Arrangement as contemplated hereby;
(b) Buyco and Subco-RI shall have complied in all material respects with its covenants herein;
(c) Buyco shall have complied in all material respects with its covenants and conditions herein;
(dc) the directors of Buyco shall have adopted all necessary resolutions and all other necessary corporate action shall have been taken by Buyco to permit the consummation of the Arrangement and other transactions contemplated hereby; and
(ed) all necessary consents and approvals by third parties shall have been obtained to permit the consummation of the Arrangement. The foregoing conditions are for the benefit of Pubco and Subco-RI and may be waived, in whole or in part, by Pubco and Subco-RI in writing at any time. If any of such conditions shall not be complied with or waived by Pubco or Subco-RI on or before the date required for the performance thereof, then Pubco and Subco-RI may terminate this Arrangement Agreement by delivering written notice to Buyco in circumstances where the failure to satisfy any such condition is not the result, directly or indirectly, of a breach of this Arrangement Agreement by Pubco or Subco-RI.
Appears in 2 contracts
Samples: Arrangement Agreement, Arrangement Agreement
Pubco and Subco-RI Conditions. The obligations of Pubco and Subco-RI to complete the transactions contemplated herein are subject to the fulfillment of the following additional conditions at or before the Effective Time or such other time as is specified below:
(a) Buyco shall have obtained the approval of the Buyco Shareholders to complete the Arrangement as contemplated hereby;
(b) Buyco and Subco-RI shall have complied in all material respects with its covenants herein;
(c) Buyco shall have complied in all material respects with its covenants and conditions herein;
(d) the directors of Buyco shall have adopted all necessary resolutions and all other necessary corporate action shall have been taken by Buyco to permit the consummation of the Arrangement and other transactions contemplated hereby; and
(e) all necessary consents and approvals by third parties shall have been obtained to permit the consummation of the Arrangement. The foregoing conditions are for the benefit of Pubco and Subco-RI and may be waived, in whole or in part, by Pubco and Subco-RI in writing at any time. If any of such conditions shall not be complied with or waived by Pubco or Subco-RI on or before the date required for the performance thereof, then Pubco and Subco-RI may terminate this Arrangement Agreement by delivering written notice to Buyco in circumstances where the failure to satisfy any such condition is not the result, directly or indirectly, of a breach of this Arrangement Agreement by Pubco or Subco-RI.
Appears in 1 contract
Samples: Arrangement Agreement