Securities Law Matters definition

Securities Law Matters. PMI: (i) is a "foreign private issuer" as defined in Rule 405 under the U.S. Securities Act; and ; (ii) is not registered or required to register as an investment company under the U.S. Investment Company Act.
Securities Law Matters. The Company shall use commercially reasonable efforts to provide that the Rights Offering Shares, the Backstop Shares and the Backstop Commitment Premium are exempt from the registration requirements of the U.S. federal securities laws under Section 1145 of the Bankruptcy Code to the extent, if any, permitted thereby or otherwise pursuant to Section 4(a)(2) of the Securities Act or another exemption promulgated thereunder. Any of the Rights Offering Shares, Backstop Shares and the Backstop Commitment Premium will be “restricted securitiessubject to certain transfer restrictions under the U.S. federal securities laws unless sold pursuant to an exemption or a registration statement. Specific Performance: Each of the Company and the Backstop Parties agree that irreparable damage would occur if any provision of the BCA were not performed in accordance with the terms thereof and that each of the parties thereto shall be entitled to an injunction or injunctions without the necessity of posting a bond to prevent breaches of the BCA or to enforce specifically the performance of the terms and provisions thereof and hereof, in addition to any other remedy to which they are entitled at law or in equity. Unless otherwise expressly stated in the BCA or herein, no right or remedy described or provided in the BCA or herein is intended to be exclusive or to preclude a party thereto from pursuing other rights and remedies to the extent available under such agreement, herein, at law or in equity.
Securities Law Matters. With respect solely to the Goldcorp Matters: (i) as of the applicable effective date of the Registration Statement and any post-effective amendment thereto, the Registration Statement and any such post-effective amendment thereto will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein not misleading; (ii) the U.S. Preliminary Prospectus, as of the time of filing thereof, did not, and the U.S. Final Prospectus and any U.S. Amended Prospectus, as of the time of filing thereof and as of the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading; and (iii) each Issuer Free Writing Prospectus, when taken together with the U.S. Final Prospectus, did not, and as of the Closing Date will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

Examples of Securities Law Matters in a sentence

  • The provisions of Section 11 (Securities Law Matters) and 12 (Transfers) of the Purchase Agreement are hereby incorporated by reference herein as if set forth in full herein.

  • The “Fundamental Representations” are those representations contained in Sections 5.1, (Organization; Good Standing; Qualification and Power), 5.3 (Title to Purchased Assets), 5.8 (Taxes), 5.11 (Financial Information), 5.12 (Brokers), 5.13 (Environmental Matters), 5.14 (Bankruptcy Etc.), 5.18 (Securities Law Matters), 5.19 (Relationships with Affiliates), 6.1 (Organization; Good Standing), and 6.4 (Brokers).

  • Securities Law Matters The New Convertible Notes Class C Preemptive Rights Offering will take place in the Chilean capital markets only and in accordance with applicable Chilean law.

  • Governing law Chile Clearing ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇.▇., ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ Securities Law Matters The New Convertible Notes Class B Preemptive Rights Offering will take place only in the Chilean capital markets and in accordance with applicable Chilean law.

  • Power; Authorization; Enforceability 4 Section 2.02 No Conflicts; No Consents 5 Section 2.03 Title to Sale Stock; Other Matters 6 Section 2.04 Securities Law Matters 6 Section 2.05 Certain Arrangements.

  • If you are a resident of or otherwise subject to the securities laws of the United States, complete and execute Schedule A - Certification of U.S. Purchaser Regarding U.S. Securities Law Matters.

  • Enforceability 9 Section 3.2. Ownership of Shares 9 Section 3.3. No Conflict 9 Section 3.4. Litigation 10 Section 3.5. Affiliate Transactions 10 Section 3.6. Securities Law Matters 10 Section 3.7. Organization; Good Standing 11 Section 3.8. Subsidiaries 12 Section 3.9. Capitalization 12 Section 3.10.

  • Securities Law Matters On the Plan Effective Date, Reorganized GCEH shall issue the New Common Equity and the New Preferred Equity in accordance with the terms of the Plan.

  • Subscribers acknowledge that any certificates representing the Subscriber’s Securities will be endorsed with the legends contemplated by the Certification of U.S. Purchaser Regarding U.S. Securities Law Matters attached hereto as Schedule A or the Certification of Non-U.S. Purchaser Regarding U.S. Securities Law Matters attached hereto as Schedule B, as applicable.

  • Policy Statement Regarding I▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and Related Securities Law Matters, and the implementing procedures for such policy statement, a copy of which is attached hereto as Schedule II (the “Policy”).