Examples of Pxxxxx Dodge in a sentence
Except in respect of any announcement required by applicable Law, neither Falconbridge nor Pxxxxx Dodge shall issue any press release or otherwise make any public statement or disclosure concerning the other party or the other party’s business, financial condition or results of operations without the consent of such other party, which consent shall not be unreasonably withheld or delayed.
Falconbridge and Pxxxxx Dodge shall cooperate to develop a joint communications plan along with Inco relating to the transactions contemplated hereby and by the Support Agreement and the Combination Agreement.
Without the prior written consent of Pxxxxx Dodge, Falconbridge shall not and shall not permit its Subsidiaries to file any registration statement under the 1933 Act or an amendment to any 1933 Act registration statement (other than amendments to Falconbridge’s currently effective S-8 registration statements that may be necessary or advisable pursuant to applicable Securities Laws).
Each of Pxxxxx Dodge and Falconbridge will (and will cause each of its Subsidiaries to) afford the other party and its accountants, counsel and other representatives reasonable access during normal business hours, upon reasonable notice, to its properties, books, records, contracts and personnel during the period prior to the Effective Time to obtain all information concerning its business, properties, results of operations and personnel, as may be reasonably requested.
This Agreement shall terminate, and other than section 3.9 which provision shall survive the termination of this Agreement, be of no further force and effect, upon any termination of either (i) the Support Agreement by either Falconbridge or Inco or (ii) the Combination Agreement by either Pxxxxx Dodge or Inco.
The execution, delivery and performance by Pxxxxx Dodge of this Agreement has been duly and validly authorized by all necessary corporate action on the part of Pxxxxx Dodge, and no other corporate proceedings on the part of Pxxxxx Dodge are necessary to authorize this Agreement, or to allow Pxxxxx Dodge to perform its obligations hereunder.
Until the Company is a subsidiary of the Offeror: (i) the Offeror shall consult with the Company in advance prior to entering into any amendment to the Combination Agreement with Pxxxxx Dodge; and (ii) the Company shall be given an opportunity to review and comment upon the Inco Proxy Circular prior to mailing, recognizing that whether or not such comments are appropriate will be determined by the Offeror, acting reasonably.
The parties acknowledge that Falconbridge and Pxxxxx Dodge have previously executed reciprocal confidentiality agreements, each dated as of June 12, 2006 (the “Confidentiality Agreements”), which Confidentiality Agreements will continue in full force and effect in accordance with their respective terms.
The Offeror acknowledges to the Company that the entry by the Company into a cooperation agreement with Pxxxxx Dodge contemplated by the Combination Agreement and the performance by the Company of its obligations thereunder in accordance therewith do not constitute a breach by the Company of its obligations under the Support Agreement.
Until Falconbridge is a subsidiary of Inco: (i) Pxxxxx Dodge shall consult with Falconbridge prior to entering into any amendment to the Combination Agreement with Inco; and (ii) Falconbridge shall be given an opportunity to review and comment upon the Pxxxxx Dodge Proxy Statement prior to mailing, recognizing that whether or not such comments are appropriate will be determined solely by Pxxxxx Dodge.