Examples of Rio Alto Disclosure Letter in a sentence
Except as disclosed in Section 3.1(f) of the Rio Alto Disclosure Letter, no person has any agreement or option or any right or privilege capable of becoming an agreement or option for the purchase the whole or part of the assets of any member of the Rio Alto Group, and there are no active areas of mutual interest provisions or areas of exclusion in any contracts binding upon any member of the Rio Alto Group, or otherwise to which the assets of any member of the Rio Alto Group are subject.
All severance payments or termination payments that Rio Alto and its subsidiaries, are obligated to pay under existing contracts to all persons including, without limitation, consultants, directors, officers, employees or agents, are as disclosed in Section 3.1(dd) of the Rio Alto Disclosure Letter.
Section 3.1(g) of the Rio Alto Disclosure Letter sets forth, as of the date hereof, the holders of all outstanding Rio Alto Options, SGC Options and Rio Alto Warrants and the number, exercise prices and expiration dates of each grant to such holders.
To the extent that current agreements are not consistent with the information in Section 2.14 of the Rio Alto Disclosure Letter, Rio Alto covenants to amend such agreements or provide waivers where necessary to achieve consistency with the information in Section 2.14 of the Rio Alto Disclosure Letter.
There is no judgment, writ, decree, injunction, rule, award or order of any Governmental Authority outstanding against Rio Alto or any of its subsidiaries in respect of its businesses, properties or assets except as set out in Section 3.1(o) of the Rio Alto Disclosure Letter.
Rio Alto has sufficient funds available to pay: (i) prior to the Effective Time, all transaction costs, all payments required pursuant to change of control provisions, all of Rio Alto’s remaining forecast commitments as set forth in the Rio Alto Disclosure Letter, all additional remaining accounts payable and current liabilities of the Rio Alto Group, net of current assets, as determined in accordance with IFRS at the Effective Time; and (ii) the Termination Fee.
The information and statements contained in this Agreement are true and correct and together with the Rio Alto Disclosure Record and the Rio Alto Disclosure Letter, constitute full, true and plain disclosure of all material facts relating to Rio Alto and its subsidiaries on a consolidated basis, contain no misrepresentations.
This Rio Alto Disclosure Letter is incorporated by reference into, and forms an integral part of, the Letter Agreement.
Except as set forth in the correspondingly numbered paragraph of the Rio Alto Disclosure Letter, Rio Alto represents and warrants to Sulliden as set forth in Schedule G and acknowledges and agrees that each of Sulliden and SpinCo is relying upon such representations and warranties in connection with the entering into of this Agreement.
This Rio Alto Disclosure Letter sets forth, in writing, certain additional disclosures, exceptions and exclusions contemplated or permitted by the Arrangement Agreement.