AuRico Subsidiaries definition
Examples of AuRico Subsidiaries in a sentence
Except pursuant to this Agreement and the transactions contemplated hereby, there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to acquire any issued or unissued securities of, or interest in, any of the AuRico Subsidiaries from either AuRico or any of the AuRico Subsidiaries.
AuRico shall use commercially reasonable efforts to conduct its affairs and to cause the AuRico Subsidiaries to conduct their affairs so that all of the representations and warranties of AuRico contained herein shall be true and correct on and as of the Effective Date as if made on and as of such date.
Other than in contemplation of or as required to give effect to the transactions contemplated by this Agreement, AuRico shall, and shall cause the AuRico Subsidiaries to, conduct business only in, and not take any action except in, the ordinary course of business and consistent with past practice.
AuRico and each of the AuRico Subsidiaries has been incorporated, is validly subsisting and has full corporate and legal power and authority to own its property and assets and to conduct its business as currently owned and conducted.
Neither AuRico nor any of the AuRico Subsidiaries is in breach or default under any material contract to which it is a party or bound, nor does AuRico have knowledge of any condition that with the passage of time or the giving of notice or both would result in such a breach or default, except in each case where any such breaches or defaults would not, individually or in the aggregate, reasonably be expected to result in, or result in, a Material Adverse Effect on AuRico.
No property or asset of AuRico or any of the AuRico Subsidiaries (including any AuRico Property or AuRico Mineral Rights) has been taken or expropriated by any Governmental Entity nor has any notice or proceeding in respect thereof been given or commenced nor, to the knowledge of AuRico, is there any intent or proposal to give any such notice or to commence any such proceeding.
Each of AuRico and the AuRico Subsidiaries owns or has the right to use all Intellectual Property required to carry on its business as currently conducted and proposed to be conducted.
None of the AuRico Subsidiaries are required to file any reports or other documents with any of the Securities Authorities, the SEC, the TSX or NYSE.
There has been no material reduction in the aggregate amount of estimated mineral reserves, estimated mineral resources or mineralized material of AuRico, any of the AuRico Subsidiaries, or any of their material joint ventures, taken as a whole, from the amounts set forth in the AuRico Documents.
The proven and probable mineral reserves and mineral resources for AuRico Property and the AuRico Mineral Rights in which AuRico or any of the AuRico Subsidiaries holds an interest, as set forth in the AuRico Documents, were prepared in all material respects in accordance with sound mining, engineering, geoscience and other applicable industry standards and practices, and in all material respects in accordance with all applicable Laws, including the requirements of NI 43-101.