Common use of Amendments to Plan of Arrangement Clause in Contracts

Amendments to Plan of Arrangement. (a) The Company and the Purchaser reserve the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or supplement must be (i) set out in writing, (ii) approved by the Purchaser and the Company, (iii) filed with the Court and, if made following the Company Meeting, approved by the Court; and (iv) communicated to or approved by the Company Securityholders if and as required by the Court. (b) Any amendment, modification or supplement to this Plan of Arrangement may be proposed by the Company and the Purchaser at any time prior to the Company Meeting with or without any other prior notice or communication and, if so proposed and accepted by the persons voting at the Company Meeting (other than as may be required under the Interim Order), will become part of this Plan of Arrangement for all purposes. (c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Meeting will be effective only if such amendment, modification or supplement (i) is consented to by each of the Company and the Purchaser and (ii) if required by the Court or applicable law, is consented to by Company Securityholders voting in the manner directed by the Court. (d) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date unilaterally by the Purchaser provided that it concerns a matter which, in the reasonable opinion of the Purchaser, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of any Former Company Shareholder or former holder of Company Options or Company DSUs, and such amendments, modifications or supplements need not be filed with the Court or communicated to the Former Company Shareholders or former holders of Company Options or Company DSUs. (e) The Purchaser shall be entitled to propose an amendment, modification or supplement to this Plan of Arrangement at any time prior to the Effective Time and, unless such proposal shall be adverse to the financial or economic interests of any Company Securityholders, the Company shall propose and implement such amendment, modification or supplement in accordance with the process described in paragraphs (a) to (c) of this Section 6.1, as may be applicable.

Appears in 1 contract

Sources: Arrangement Agreement (Us Concrete Inc)

Amendments to Plan of Arrangement. (a) The Company and the Purchaser reserve Domtar reserves the right to amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective TimeDate, provided that each such amendment, modification or and/or supplement must be (i) set out in writing, (ii) approved in writing by the Purchaser Spinco and the CompanyWeyerhaeuser, (iii) filed with the Court and, if made following the Company Domtar Meeting, approved by the Court; , and (iv) communicated to or approved by the Company Securityholders holders of Domtar Common Shares, Domtar Options, Domtar Rights, Domtar PSUs, Domtar DSUs and Domtar Preferred Shares, if and as required by the Court. (b) . Any amendment, modification or supplement to this Plan of Arrangement may be proposed by the Company and the Purchaser Domtar at any time prior to the Company Domtar Meeting (provided that Spinco shall have consented thereto) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons voting at the Company Domtar Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (c) . Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Domtar Meeting will shall be effective only if such amendment, modification or supplement (i) it is consented to in writing by each of the Company Domtar, Spinco and the Purchaser Weyerhaeuser, and (ii) if required by the Court or applicable lawCourt, it is consented to by Company Securityholders holders of the Domtar Common Shares, Domtar Options and Domtar Preferred Shares voting in the manner directed by the Court. (d) . Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date unilaterally by the Purchaser Spinco, provided that it concerns a matter which, in the reasonable opinion of the PurchaserSpinco, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of any Former Company Shareholder or former holder of Company Options Domtar Common Shares, Domtar Options, Domtar Rights, Domtar PSUs, Domtar DSUs or Company DSUs, and such amendments, modifications Domtar Preferred Shares or supplements need not be filed with the Court or communicated to the Former Company Shareholders or former holders any holder of Company Options or Company DSUsshares of Spinco Common Stock. (e) The Purchaser shall be entitled to propose an amendment, modification or supplement to this Plan of Arrangement at any time prior to the Effective Time and, unless such proposal shall be adverse to the financial or economic interests of any Company Securityholders, the Company shall propose and implement such amendment, modification or supplement in accordance with the process described in paragraphs (a) to (c) of this Section 6.1, as may be applicable.

Appears in 1 contract

Sources: Transaction Agreement (Domtar CORP)

Amendments to Plan of Arrangement. (a) The Company and the Purchaser reserve Eastmain reserves the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or supplement must be (i) set out in writing, (ii) approved by the Purchaser and the CompanyAuryn, (iii) filed with the Court and, if made following the Company Eastmain Meeting, approved by the Court; Court and (iv) communicated to or approved by the Company Securityholders Eastmain Shareholders if and as required by the Court. (b) Any amendment, modification or supplement to this Plan of Arrangement may be proposed by the Company and the Purchaser Eastmain at any time prior to the Company Eastmain Meeting (provided that Auryn has consented thereto) with or without any other prior notice or communication and, if so proposed and accepted by the persons voting at the Company Eastmain Meeting (other than as may be required under the Interim Order), will become part of this Plan of Arrangement for all purposes. (c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Eastmain Meeting will be effective only if such amendment, modification or supplement (i) is consented to by each of the Company Eastmain and the Purchaser Auryn and (ii) if required by the Court or applicable lawLaw, is consented to by Company Eastmain Securityholders voting in the manner directed by the Court. (d) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date unilaterally by the Purchaser Auryn provided that it concerns a matter which, in the reasonable opinion of the PurchaserAuryn, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of any Former Company Shareholder or former holder of Company Options or Company DSUs, and such amendments, modifications or supplements need not be filed with the Court or communicated to the Former Company Shareholders or former holders of Company Options or Company DSUsEastmain Securityholder. (e) The Purchaser shall Auryn will be entitled to propose an amendment, modification or supplement to this Plan of Arrangement at any time prior to the Effective Time and, unless such proposal shall will be adverse to the financial or economic interests of any Company SecurityholdersEastmain Shareholder, the Company shall Eastmain will propose and implement such amendment, modification or supplement in accordance with the process described in paragraphs (a) to (c) of this Section 6.1, as may be applicable.

Appears in 1 contract

Sources: Arrangement Agreement (Fury Gold Mines LTD)

Amendments to Plan of Arrangement. (a) The Company MergerCo, Comamtech and the Purchaser DecisionPoint reserve the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Timetime, provided that each such amendment, modification or supplement must be (i) set out in writing, (ii) approved agreed to in writing by the Purchaser Comamtech, MergerCo and the CompanyDecisionPoint, and (iii) filed with the Court and, if made following the Company DecisionPoint Meeting, approved by the Court; and (iv) communicated to or approved by the Company Securityholders if and as required by the Court. (b) Any amendment, modification or supplement to this Plan of Arrangement may be proposed by the Company and the Purchaser Comamtech at any time prior to the Company DecisionPoint Meeting provided that DecisionPoint shall have consented thereto in writing, with or without any other prior notice or communication communication, and, if so proposed and accepted by the persons Persons voting at the Company Comamtech Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company DecisionPoint Meeting will shall be effective only if such amendment, modification or supplement if: (i) it is consented to in writing by each of the Company Comamtech, MergerCo and the Purchaser DecisionPoint; and (ii) if required by the Court or applicable lawCourt, it is consented to by Company Securityholders holders of the shares voting in the manner directed by the Court. (d) Any This Plan of Arrangement may be withdrawn prior to the Effective Time in accordance with the terms of the Arrangement Agreement. (e) MergerCo, Comamtech and DecisionPoint may amend, modify or supplement this Plan of Arrangement unilaterally following the Comamtech Meeting without the approval of the Comamtech Shareholders provided that each amendment, modification or supplement to this Plan of Arrangement may (i) must be made following the Effective Date unilaterally by the Purchaser provided that it concerns set out in writing, (ii) concern a matter which, in the reasonable opinion of the PurchaserDecisionPoint, MergerCo and Comamtech, in each case, acting reasonably, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and Arrangement, (iii) is not adverse to the financial or economic interests of any Former Company Shareholder or former holder of Company Options or Company DSUs, and such amendments, modifications or supplements need not be filed with the Court or communicated to the Former Company Shareholders or former holders of Company Options or Company DSUsComamtech Shareholders. (ef) The Purchaser shall be entitled Each of MergerCo and Comamtech reserves the right to propose an amendmentamend or modify the provisions of Sections 3.4, modification or supplement to 3.5(d), 3.5(f), 3.5(g), 3.5(h), 3.5(j), 3.6 and 3.7 of this Plan of Arrangement at any time prior to in their sole discretion without the Effective Time and, unless such proposal shall be adverse to approval of the financial or economic interests of any Company Securityholders, Comamtech Shareholders; provided that the Company shall propose and implement such amendment, modification or supplement in accordance with the process described in paragraphs (a) to (c) of this Section 6.1, as may be applicableamendments are approved by DecisionPoint.

Appears in 1 contract

Sources: Arrangement Agreement (DecisionPoint Systems, Inc.)

Amendments to Plan of Arrangement. (a) The Company and the Purchaser reserve Zazu reserves the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or supplement must be (i) set out in writing, (ii) approved by the Purchaser and the CompanySolitario, (iii) filed with the Court and, if made following the Company Zazu Meeting, approved by the Court; Court and (iv) communicated to or approved by the Company Securityholders Zazu Shareholders if and as required by the Court. (b) Any amendment, modification or supplement to this Plan of Arrangement may be proposed by the Company and the Purchaser Zazu at any time prior to the Company Zazu Meeting (provided that Solitario has consented thereto) with or without any other prior notice or communication and, if so proposed and accepted by the persons voting at the Company Zazu Meeting (other than as may be required under the Interim Order), will become part of this Plan of Arrangement for all purposes. (c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Zazu Meeting will be effective only if such amendment, modification or supplement (i) is consented to by each of the Company Zazu and the Purchaser Solitario and (ii) if required by the Court or applicable lawLaw, is consented to by Company Securityholders Zazu Shareholders voting in the manner directed by the Court. (d) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date unilaterally by the Purchaser Solitario provided that it concerns a matter which, in the reasonable opinion of the PurchaserSolitario, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of any Former Company Shareholder or former holder of Company Options or Company DSUs, and such amendments, modifications or supplements need not be filed with the Court or communicated to the Former Company Shareholders or former holders of Company Options or Company DSUsZazu Shareholder. (e) The Purchaser shall Solitario will be entitled to propose an amendment, modification or supplement to this Plan of Arrangement at any time prior to the Effective Time and, unless such proposal shall will be adverse to the financial or economic interests of any Company SecurityholdersZazu Shareholder, the Company shall Zazu will propose and implement such amendment, modification or supplement in accordance with the process described in paragraphs (a) to (c) of this Section 6.1, as may be applicable.

Appears in 1 contract

Sources: Arrangement Agreement (Solitario Exploration & Royalty Corp.)

Amendments to Plan of Arrangement. (a) The Company Parent and the Purchaser reserve the right to Company may amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or and/or supplement must be must: (i) be set out in writing, ; (ii) be approved by the Purchaser Parent and the Company, ; (iii) be filed with the Court and, if made following the Company Meeting, approved by the Court; and (iv) be communicated to or approved by the Company Securityholders Shareholders if and as required by the Court. (b) Any amendment, modification or supplement to this Plan of Arrangement may be proposed by the Company and the Purchaser at any time prior to the Company Meeting (provided that Parent shall have consented thereto in writing) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons Persons voting at the Company Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Meeting will shall be effective only if such amendment, modification or supplement if: (i) it is consented to in writing by each of Parent and the Company and the Purchaser (in each case, acting reasonably); and (ii) if required by the Court or applicable lawCourt, it is consented to by holders of the Company Securityholders Common Shares, voting in the manner directed by the Court. (d) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date unilaterally by the Purchaser Amalco, provided that it concerns a matter which, in the reasonable opinion of the PurchaserAmalco, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests interest of any Former Company Shareholder or former holder of Company Options or Company DSUs, any Former Optionholder and such amendments, modifications or supplements to this Plan Arrangement need not be filed with the Court or communicated to the Former Company Selling Shareholders or former holders of Company Options or Company DSUsany Former Optionholder. (e) The Purchaser shall be entitled to propose an amendmentCanCo 1 may amend, modification or modify and/or supplement to Article 3 of this Plan of Arrangement at any time and from time to time prior to the Effective Time andDate, unless such proposal shall be adverse including to give effect to any amendments to the financial or economic interests Holdco Alternative and Section 2.6 of any Company Securityholdersthe Arrangement Agreement, the Company shall propose and implement provided that each such amendment, modification and/or supplement does not and will not have an adverse impact on any holder of Company Common Shares or supplement in accordance with the process described in paragraphs (a) to (c) of this Section 6.1, as may be applicableOptions.

Appears in 1 contract

Sources: Arrangement Agreement (Endo Health Solutions Inc.)