Common use of Reservation of Acquiror Shares Clause in Contracts

Reservation of Acquiror Shares. Acquiror hereby represents, warrants and covenants in favour of ExchangeCo and CallCo that Acquiror has reserved for issuance and will, at all times while any Exchangeable Shares (other than Exchangeable Shares held by Acquiror or its Affiliates) are outstanding but subject to Section 2.6, keep available, free from pre-emptive and other rights, out of its authorized and unissued capital stock such number of Acquiror Shares (or other shares or securities into which Acquiror Shares may be reclassified or changed as contemplated by Section 2.7): (a) as is equal to the sum of: (i) the number of Exchangeable Shares issued and outstanding from time to time; and (ii) the number of Exchangeable Shares issuable upon the exercise of all rights to acquire Exchangeable Shares outstanding from time to time; and (b) as are now and may hereafter be required to enable and permit Acquiror to meet its obligations under the Voting and Exchange Trust Agreement and under any other security or commitment pursuant to the Arrangement with respect to which Acquiror may now or hereafter be required to issue Acquiror Shares, to enable and permit CallCo to meet its obligations arising upon exercise by it of each of the Liquidation Call Right, the Retraction Call Right, the Redemption Call Right and the Change of Law Call Right (if Acquiror causes CallCo to exercise such right) and to enable and permit ExchangeCo to meet its obligations hereunder and under the Exchangeable Share Provisions.

Appears in 2 contracts

Samples: Arrangement Agreement (Magnum Hunter Resources Corp), Support Agreement (Magnum Hunter Resources Corp)

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Reservation of Acquiror Shares. Acquiror hereby represents, warrants and covenants in favour of ExchangeCo Exchangeco and CallCo Callco that Acquiror has reserved for issuance and will, at all times while any Exchangeable Shares (other than Exchangeable Shares held by Acquiror or its Affiliates) are outstanding but subject to Section 2.6, keep available, free from pre-emptive and other rights, out of its authorized and unissued capital stock such number of Acquiror Shares (or other shares or securities into which Acquiror Shares may be reclassified or changed as contemplated by Section 2.7): (a) as is equal to the sum of: (i) the number of Exchangeable Shares issued and outstanding from time to time; and (ii) the number of Exchangeable Shares issuable upon the exercise of all rights to acquire Exchangeable Shares outstanding from time to time; and (b) as are now and may hereafter be required to enable and permit Acquiror to meet its obligations under the Voting and Exchange Trust Agreement and under any other security or commitment pursuant to the Arrangement with respect to which Acquiror may now or hereafter be required to issue Acquiror Shares, to enable and permit CallCo Callco to meet its obligations arising upon exercise by it of each of the Liquidation Call Right, the Retraction Call Right, the Redemption Call Right and the Change of Law Call Right (if Acquiror causes CallCo Callco to exercise such right) and to enable and permit ExchangeCo Exchangeco to meet its obligations hereunder and under the Exchangeable Share Provisions.

Appears in 1 contract

Samples: Support Agreement (Magnum Hunter Resources Corp)

Reservation of Acquiror Shares. Acquiror hereby represents, warrants and covenants in favour of ExchangeCo Canco and CallCo Callco that Acquiror has reserved for issuance and will, at all times while any Exchangeable Shares (other than Exchangeable Shares held by Acquiror or its Affiliates) are outstanding but subject to Section 2.6outstanding, keep available, free from pre-emptive preemptive and other rights, out of its authorized and unissued capital stock such number of Acquiror Shares (or other shares or securities into which Acquiror Shares may be reclassified or changed as contemplated by Section 2.7): 2.7 hereof) (a) as is equal to the sum of: of (i) the number of Exchangeable Shares issued and outstanding from time to time; time and (ii) the number of Exchangeable Shares issuable upon the exercise of all rights to acquire Exchangeable Shares outstanding from time to time; time and (b) as are now and may hereafter be required to enable and permit Acquiror to meet its obligations under the Voting and Exchange Trust Agreement and under any other security or commitment pursuant to the Plan of Arrangement with respect to which Acquiror may now or hereafter be required to issue Acquiror Shares, to enable and permit CallCo Callco to meet its obligations arising upon exercise by it of each of the Liquidation Call Right, the Retraction Call Right, Right and the Redemption Call Right and the Change of Law Call Right (if Acquiror causes CallCo to exercise such right) and to enable and permit ExchangeCo Canco to meet its obligations hereunder and under the Exchangeable Share Provisions.

Appears in 1 contract

Samples: Acquisition Agreement (Nabors Industries Inc)

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Reservation of Acquiror Shares. Acquiror hereby represents, warrants and covenants in favour of ExchangeCo and CallCo the Corporation that Acquiror has reserved for issuance and will, at all times while any Exchangeable Shares (other than Exchangeable Shares held by Acquiror or its Affiliates) are outstanding but subject to Section 2.6outstanding, keep available, free from pre-emptive preemptive and other rights, out of its authorized and unissued capital stock such number of Acquiror Shares (or other shares or securities into which Acquiror Shares may be reclassified or changed as contemplated by Section 2.7): 2.7 hereof) (a) as is equal to the sum of: of (i) two times the number of Exchangeable Shares issued and outstanding from time to time; time and (ii) two times the number of Exchangeable Shares issuable upon the exercise of all rights to acquire Exchangeable Shares outstanding from time to time; time and (b) as are now and may hereafter be required to enable and permit Acquiror to meet its obligations under the Voting and Exchange Trust Agreement and under any other security or commitment pursuant to the Arrangement with respect to which Acquiror may now or hereafter be required to issue Acquiror SharesAgreement, to enable and permit CallCo Callco to meet its obligations arising upon exercise by it of each of the Liquidation Call Right, the Retraction Call Right, Right and the Redemption Call Right and the Change of Law Call Right (if Acquiror causes CallCo to exercise such right) and to enable and permit ExchangeCo the Corporation to meet its obligations hereunder and under the Exchangeable Share Provisions.

Appears in 1 contract

Samples: Support Agreement (Surge Global Energy, Inc.)

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