Securityholder Communications. (a) The Company and the Purchaser agree to cooperate in the preparation of any presentations regarding the Arrangement, including to any:
Securityholder Communications. Promptly after the sending or filing thereof, copies of all reports which any Credit Party sends to any of its security holders (other than a report by a Wholly-Owned Subsidiary to its parent security holders), including, without limitation, holders of the First Lien Notes, and all reports, registration statements (other than on Form S-8 or any successor form) or other materials which any Credit Party or any of their officers file with the SEC or any national securities exchange (other than the Luxembourg Stock Exchange); and
Securityholder Communications. The Company and the Parent agree to co-operate in the preparation of presentations, if any, to securityholders of the Company regarding the Arrangement, provided that nothing shall restrict a Party from responding to investor relations inquiries. Neither the Parent nor the Purchaser will communicate with securityholders of the Company with respect to the Arrangement without the prior written consent of the Company. For greater certainty, the foregoing shall not prevent ordinary course communications with Representatives of the Company (including meeting or interviewing existing employees of the Company) otherwise in accordance with the provisions hereof. Subject to Section 2.4, except as required by Laws, neither the Parent, the Purchaser nor the Company shall, and each shall cause its respective Representatives not to, make any public announcement or statement with respect to the Arrangement, this Agreement, or the financial condition, properties, assets or liabilities of the Company without the approval of the other Parties, such approval not to be unreasonably withheld, conditioned or delayed. In any event, each Party agrees to give prior notice to the other of any such public announcement relating to the Arrangement or this Agreement and agrees to consult with the other prior to issuing each such public announcement. In particular, the Company shall not make any public announcement regarding the ICA Notification, the status of the application or the ICA Approval without the consent of the Parent and the Purchaser, such consent not to be unreasonably withheld, conditioned or delayed. Each of the Parent and the Company agrees that, promptly after the entering into of this Agreement, it shall issue a press release announcing the entering into of this Agreement, which press release shall, in each case, be satisfactory in form and substance to the other Party, acting reasonably. The Company will file such press release, together with a material change report in prescribed form, with applicable Securities Authorities in each province of Canada in which it is a reporting issuer (or equivalent) under Applicable Securities Laws. Without limiting the generality of the foregoing, the Parent and the Purchaser acknowledge and agree that a copy of this Agreement will be filed on SEDAR and EXXXX by the Company and made available on the Company website promptly following the execution thereof.
Securityholder Communications. The Company and the Purchaser agree to cooperate in the preparation of formal presentations, if any, to any Exeter Shareholders or other securityholders of the Company regarding the Offer, and the Company agrees to consult with the Purchaser in connection with any formal meeting with Exeter Shareholders or other securityholders of the Company or analysts that it may have, provided, however, that the foregoing shall be subject to the Company’s overriding obligation to make any disclosure or filing required by applicable Laws or stock exchange rules and if the Company is required to make any such disclosure, it shall use its commercially reasonable efforts to give the Purchaser a reasonable opportunity to review and comment thereon prior to its dissemination.
Securityholder Communications. The Company and the Purchaser agree to cooperate in the preparation of presentations, if any, to any Nomad Shareholders, Purchaser Shareholders or other securityholders of the Company or the Purchaser or the analyst community regarding the Arrangement. The Company and the Purchaser agree to consult with each other in connection with any communications or meeting with Nomad Shareholders, Purchaser Shareholders or other securityholders of the Company or the Purchaser or analysts that it may have, provided, however, that the foregoing shall be subject to each of the Company and the Purchaser’s respective overriding obligation to make any disclosure or filing required by applicable Laws or stock exchange rules and if the Company or the Purchaser is required to make any such disclosure or filing, it shall use its commercially reasonable efforts to give prior written notice to the other Party and a reasonable opportunity to review and comment thereon prior to its dissemination or filing. The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, to give such notice immediately following the making of such disclosure or filing. Notwithstanding the foregoing, the restrictions set forth in this Section 2.11 will not apply to any release or public statement (a) made or proposed to be made by the Company in connection with a Nomad Change of Recommendation or any action taken pursuant thereto; (b) made or proposed to be made by the Purchaser in connection with a Purchaser Change of Recommendation or any action taken pursuant thereto, or (c) in connection with any dispute between the Parties regarding this Agreement, the Arrangement or the transactions contemplated by this Agreement.
Securityholder Communications. Rio Alto and Tahoe agree to cooperate in the preparation of presentations, if any, to any Rio Alto Shareholders or other securityholders of Rio Alto or the analyst community regarding the Arrangement, and Rio Alto agrees to consult with Tahoe in connection with any communications or meeting with Rio Alto Shareholders or other securityholders of Rio Alto or analysts that it may have, provided, however, that the foregoing shall be subject to Rio Alto’s overriding obligation to make any disclosure or filing required by applicable Laws or stock exchange rules and if Rio Alto is required to make any such disclosure, it shall use its commercially reasonable efforts to give Tahoe a reasonable opportunity to review and comment thereon prior to its dissemination.
Securityholder Communications. The Company and the Purchaser agree to cooperate in the preparation of presentations, if any, to any Company Shareholders or other securityholders of the Company or the analyst community regarding the Arrangement. The Company agrees to consult with the Purchaser in connection with any communications or meeting with Company Shareholders or other securityholders of the Company or analysts that it may have; provided, however, that the foregoing shall be subject to the Company’s overriding obligation to make any disclosure or filing required by applicable Laws or stock exchange rules and if the Company is required to make any such disclosure, it shall use its commercially reasonable efforts to give the Purchaser a reasonable opportunity to review and comment thereon prior to its dissemination and will give reasonable consideration to such comments.
Securityholder Communications. The Company and the Purchaser agree to cooperate in the preparation of presentations, if any, to Shareholders or other securityholders regarding the Acquisition, and the Company agrees to consult with the Purchaser in connection with any communication or meeting with Shareholders or other securityholders that it may have, provided, however, that the foregoing shall be subject to the Company’s obligations to comply with applicable Laws and, if the Company is required to make any such disclosure, it shall use its commercially reasonable efforts to give the Purchaser a reasonable opportunity to review and comment thereon prior to its dissemination.
Securityholder Communications. (a) Brio and Leagold agree to cooperate in the preparation of any presentations regarding the Arrangement, including to any:
Securityholder Communications. Xxxxxxxx and Parent agree to co-operate in the preparation of presentations, if any, to securityholders of Xxxxxxxx regarding the Arrangement, and Parent agrees to consult with Xxxxxxxx in connection with any communications or meetings with securityholders of Xxxxxxxx that it may have, and allow for the participation of Xxxxxxxx in any material such communications or meetings, provided that nothing shall restrict a Party from responding to investor relations inquiries. No Party shall issue any press release or otherwise make public statements with respect to this Arrangement Agreement or the Arrangement without the consent of the other Party and Xxxxxxxx shall not make any filing with any Governmental Entity (including the TSX) with respect thereto without the consent of Parent (such consent not to be unreasonably withheld or delayed), and Parent shall not make any filing with any Governmental Entity (including the SEC) with respect thereto without the consent of Xxxxxxxx (such consent not to be unreasonably withheld or delayed) prior thereto; provided, however, that the foregoing shall be subject to each Party’s overriding obligation to make any disclosure or filing required under applicable Laws, and the Party making such disclosure shall use all commercially reasonable efforts to give prior oral or written notice to the other Party and reasonable opportunity to review or comment on the disclosure or filing, and if such prior notice is not possible, to give such notice immediately following the making of such disclosure or filing.
