Examples of ICP Canada in a sentence
In a worst-case scenario, assuming all the Preferred Shares were converted and the 2017 dilutive financing was allowed to stand, ICP Canada would have been reduced to holding 57.9% of the shares of ICP(USA) and the Secured Notes would have been in default.
This financing was the basis of a lawsuit launched by ICP Canada against Cartesian in Colorado.
IC Potash and ICP Canada acknowledge the possibility that no improvement in tax result is feasible and that this Paragraph shall not be interpreted to require ICP USA, PXI, or PXIB to pay amounts greater than those set out in Paragraph II.D.
In addition, each of IC Potash and ICP Canada hereby represent to PXI, PXIB, or ICP USA the following: (a) the Shares are fully paid, non-assessable, and free and clear of all liens, encumbrances or other similar restrictions; and (b) neither of IC Potash nor ICP Canada have transferred or granted (or attempted to transfer or grant) any rights in any of the Shares to any individual, entity or governmental authority, including with respect to ownership or the right to receive any proceeds related thereto.
ICP Canada is a Canadian corporation with its principal place of business in Xxxxxxx, Xxxxxxx.
IC Potash and ICP Canada shall direct Xxxxxxxx Xxxxxxx LLP to deliver fully executed copies of all transaction documents contemplated by this Agreement as soon as reasonably practicable following the Closing.
The Company, ICP Canada, ICP(USA), the Class A Holder, the Class B Holder and Cartesian entered into an Agreement dated September 11, 2017 (the “Definitive Agreement”) pursuant to which the Company agreed to sell its interest in ICP(USA) on the terms and conditions set out in the Definitive Agreement, subject to approval of the Shareholders of the Company which was obtained on October 12, 2017.
At the Closing, all contracts other than this Agreement and the agreements contemplated herein between IC Potash, ICP Canada, or any of their affiliates, on the one hand, and Cartesian Capital Group, LLC, PXI, PXIB, Pangaea Two Acquisition Holdings XIA, LLC, ICP USA, or any of their affiliates, on the other hand, are immediately and without further action deemed to be terminated and any notice periods or post-termination payments or other obligations shall be deemed waived.
At the Closing, IC Potash and ICP Canada shall immediately transfer all of their shares and interest in ICP USA to ICP USA, including the Shares, free and clear of all liens, encumbrances, or other similar restrictions, such that PXI and PXIB are the sole owners of ICP USA.
On or about May 30, 2017, ICP Canada filed suit against ICP USA, PXI, and PXIB, styled: Intercontinental Potash Corp.