Common use of Paramountcy Clause in Contracts

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company issued or outstanding prior to the Effective Time, (b) the rights and obligations of Affected Securityholders, the Company, the Purchaser, the Parent, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are deemed to have been settled, compromised, released and determined without liability except as set forth herein.

Appears in 2 contracts

Sources: Arrangement Agreement, Arrangement Agreement

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Affected Securities issued or outstanding prior to the Effective Time, (b) the rights and obligations of the Affected Securityholders, the Company, the Purchaser, the Parent, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; , and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are Affected Securities shall be deemed to have been settled, compromised, released and determined without liability except as set forth hereinin this Plan of Arrangement.

Appears in 2 contracts

Sources: Arrangement Agreement (Toro Co), Arrangement Agreement

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Securities issued or outstanding prior to the Effective Time, ; (b) the rights and obligations of Affected Securityholdersthe holders of Securities, the CompanyCorporation, the Purchaser, the Parent, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are Securities shall be deemed to have been settled, compromised, released and determined without liability except as set forth hereinin this Plan of Arrangement.

Appears in 2 contracts

Sources: Arrangement Agreement (Fusion Pharmaceuticals Inc.), Arrangement Agreement (Trillium Therapeutics Inc.)

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Shares and Convertible Securities issued or outstanding prior to the Effective Time, (b) the rights and obligations of Affected the Securityholders, the CompanyCorporation, the Purchaser, the Parent, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; , and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are Shares or Convertible Securities shall be deemed to have been settled, compromised, released and determined without liability except as set forth hereinin this Plan of Arrangement.

Appears in 1 contract

Sources: Arrangement Agreement (Loncor Gold Inc.)

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Corporation issued or outstanding prior to the Effective Time, (b) the rights and obligations of Affected Securityholderssuch securityholders, the CompanyCorporation, the Purchaser, the Parent, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company Corporation are deemed to have been settled, compromised, released and determined without liability except as set forth herein.

Appears in 1 contract

Sources: Arrangement Agreement

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Shares issued or outstanding prior to the Effective Time, (b) the rights and obligations of Affected Securityholdersthe Company Shareholders, the Company, the Purchaser, the ParentBuyer, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; , and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are Shares shall be deemed to have been settled, compromised, released and determined without liability except as set forth hereinin this Plan of Arrangement.

Appears in 1 contract

Sources: Arrangement Agreement (SolarBank Corp)

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Common Shares and Company Equity Awards issued or outstanding prior to the Effective Time, (b) the rights and obligations of Affected Securityholdersthe Company Shareholders, the Companyholders of Company Equity Awards, the Purchaser, the ParentParties, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; , and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company, including any Company are Common Shares and Company Equity Awards, shall be deemed to have been settled, compromised, released and determined without liability except as set forth hereinin this Plan of Arrangement.

Appears in 1 contract

Sources: Arrangement Agreement and Plan of Merger (Primo Water Corp /CN/)

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company issued or outstanding prior to the Effective Time, ; (b) the rights and obligations of Affected Securityholdersthe registered and beneficial securityholders, the Company, the Purchaser, the ParentTamboran, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of ArrangementArrangement and the Arrangement Agreement; and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are deemed to have been settled, compromised, released and determined without liability except as set forth hereinin this Plan of Arrangement.

Appears in 1 contract

Sources: Arrangement Agreement (Tamboran Resources Corp)

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Shares and Company Options issued or outstanding prior to the Effective Time, (b) the rights and obligations of Affected Securityholdersthe Company Shareholders, the Company Optionholders, the Company, the Purchaser, the Parent, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; , and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are Shares, or Company Options shall be deemed to have been settled, compromised, released and determined without liability of the Company or Purchaser except as set forth hereinin this Plan of Arrangement.

Appears in 1 contract

Sources: Arrangement Agreement (IsoEnergy Ltd.)

Paramountcy. From and after the Effective Time: (a) this Plan of Arrangement shall take precedence and priority over any and all of the securities of the Company Securities issued or outstanding prior to the Effective Time, (b) the rights and obligations of Affected the Securityholders, the Company, the Purchaser, the Parent, the Depositary and any transfer agent or other depositary therefor in relation thereto, shall be solely as provided for in this Plan of Arrangement; , and (c) all actions, causes of action, claims or proceedings (actual or contingent and whether or not previously asserted) based on or in any way relating to any securities of the Company are Securities shall be deemed to have been settled, compromised, released and determined without liability except as set forth hereinin this Plan of Arrangement.

Appears in 1 contract

Sources: Amending Agreement