Yamana Material Adverse Effect definition

Yamana Material Adverse Effect means a Material Adverse Effect in relation to Yamana;

Yamana Material Adverse Effect means a Material Adverse Effect in relation to Yxxxxx;

Yamana Material Adverse Effect means any result, fact, change, effect, event, circumstance, occurrence or development that, taken together with all other results, facts, changes, effects, events, circumstances, occurrences or developments, has or would reasonably be expected to have a material and adverse effect on the business, results of operations, capitalization, assets, liabilities (including any contingent liabilities), obligations (whether absolute, accrued, conditional or otherwise), prospects or financial condition of Yamana and its subsidiaries, taken as a whole, provided, however, that any result, fact, change, effect, event, circumstance, occurrence or development that arisesout of, relates directly or indirectly to, results directly or indirectly from or is attributable to any of the following will not be deemed to constitute, and will not be taken into account in determining whether there has been, a Material Adverse Effect: (a) changes, developments or conditions in or relating to general political, economic or financial or capital market conditions in Canada, Brazil, Chile or globally (including any reduction in market indices); (b) any change or proposed change in any Laws or the interpretation, application or non-application of any Laws by any Governmental Authority; (c) changes or developments affecting the global mining industry in general; (d) any outbreak or escalation of hostilities or war or acts of terrorism or any natural disaster or general outbreaks of illness (including COVID-19); (e) any changes in the price of gold, silver, copper or zinc; (f) any generally applicable changes in IFRS; (g) a change in the market price of the Yamana Shares as a result of the announcement of the execution of the Arrangement Agreement or of the transactions contemplated hereby; (h) any action taken (or omitted to be taken) by Yamana or any of its subsidiaries, which is required to be taken (or omitted to be taken) pursuant to the Arrangement Agreement or that is consented to by Monarch in writing; (i) the announcement of the Arrangement Agreement or consummation of the Arrangement or the transactions contemplated hereby; or (j) the failure by Yamana to achieve the results set forth any internal or public projection, forecasts, guidance or estimates regarding its revenues, cash flow, or earnings (it being understood that the causes underlying such failure may be taken into account in determining whether a Yamana Material Adverse Effect has occurred); provided, however, that eac...

Examples of Yamana Material Adverse Effect in a sentence

• Yamana and its Subsidiaries and, to the knowledge of Yamana, the Yamana JV Entities have fully complied with and are in compliance with all such Authorizations, except, in each case, for such non- compliance which would not, individually or in the aggregate, have a Yamana Material Adverse Effect.

• To the knowledge of Yamana, no Person is currently infringing upon any of the Intellectual Property owned by Yamana or its Subsidiaries in any material respect except as has not had and would not reasonably be expected to, individually or in the aggregate, have a Yamana Material Adverse Effect.

• To the knowledge of Yamana, the conduct of the business as currently carried on as set forth in the Yamana Public Documents, including the use of Intellectual Property, does not infringe upon Intellectual Property of any Person in any material respect except as has not had and would not reasonably be expected to, individually or in the aggregate, have a Yamana Material Adverse Effect.

• Yamana, each of the Yamana Material Subsidiaries and, to the knowledge of Yamana, each of the Yamana Material JV Entities is duly qualified to carry on business and is in good standing in each jurisdiction in which its assets and properties, owned, leased, licensed or otherwise held, or the nature of its activities, makes such qualification necessary, except where the failure to be so registered or in good standing would not, individually or in the aggregate, have a Yamana Material Adverse Effect.

• Since January 1, 2020, Yxxxxx has timely filed or furnished, as applicable, all Yamana Public Documents that Yamana is required to file or furnish under Canadian Securities Laws and U.S. Securities Laws, other than such documents that the failure to file or furnish would, individually or in the aggregate, not have a Yamana Material Adverse Effect.

• There is no action, investigation or proceeding pending or, to the knowledge of Yxxxxx threatened, regarding any such Authorizations, which if successful would, individually or in the aggregate, have a Yamana Material Adverse Effect.

• None of Yamana, its Subsidiaries nor, to the knowledge of Yamana, the Yamana Material JV Entities, has received any written notice of an Indigenous Claim, which relates to either the Yamana Real Property Interests or the Yamana Mineral Rights or to their respective operations and businesses except for such Indigenous Claims that would not, individually or in the aggregate, have a Yamana Material Adverse Effect.

• Since January 1, 2020: (i) Yamana and its Subsidiaries and, to the knowledge of Yamana, the Yamana Material JV Entities, have operated their respective businesses only in the ordinary course of business; (ii) there has not been any Yamana Material Adverse Effect; and (iii) Yamana and its Subsidiaries have not taken or failed to take any action which, if taken after the date of this Agreement, would constitute a breach of Section 5.1.

• Yamana and its Subsidiaries and, to the knowledge of Yamana, the Yamana Material JV Entities have been since January 1, 2020 and are in compliance with all Environmental Laws, except such non-compliance that has not had and would not reasonably be expected to, individually or in the aggregate, have a Yamana Material Adverse Effect.

• Since January 1, 2020, Xxxxxx has timely filed or furnished, as applicable, all Yamana Public Documents that Yamana is required to file or furnish under Canadian Securities Laws and U.S. Securities Laws, other than such documents that the failure to file or furnish would, individually or in the aggregate, not have a Yamana Material Adverse Effect.