Tundra Circular Sample Clauses

Tundra Circular. (1) Promptly after the execution of this Agreement, Tundra shall prepare and complete the Tundra Circular together with any other documents required by the CBCA, Securities Laws and other applicable Laws and the rules and policies of the Exchanges in connection with the Meeting and the Arrangement, and Tundra shall, as promptly as reasonably practicable after obtaining the Interim Order, cause the Tundra Circular and other documentation required in connection with the Meeting to be filed and to be sent to each Tundra Shareholder and other persons as required by the Interim Order and applicable Laws, in each case so as to permit the Meeting to be held within the time required by Section 2.3(1). (2) Tundra shall ensure that the Tundra Circular complies in all material respects with all applicable Laws, and, without limiting the generality of the foregoing, that the Tundra Circular shall not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made and shall provide the Tundra Shareholders with information in sufficient detail to permit them to form a reasoned judgment concerning the matters to be placed before them at the Meeting. Subject to Section 7.2(9), the Tundra Circular shall include the unanimous recommendation (subject to the abstention of ▇▇. ▇▇▇▇▇▇▇ on account of him also being a director of Gennum) of the Tundra Board of Directors that the Tundra Shareholders vote in favour of the Arrangement Resolution and shall include a copy of the Fairness Opinion. Tundra shall use reasonable efforts to obtain any necessary consents from any of its auditors or other advisors to the use of any financial or other expert information required to be included in the Tundra Circular. (3) Tundra shall ensure that the Tundra Circular provides notice of, and advises Tundra Shareholders of their right to attend, the Court hearing of Tundra’s application for the Final Order. (4) Parent SubCo and its legal counsel shall be given a reasonable opportunity to review and comment on drafts of the Tundra Circular and other documents related thereto, and reasonable consideration shall be given to any comments made by Parent SubCo and its counsel, provided that all information relating solely to the Parent or Parent SubCo included in the Tundra Circular shall be in form and content satisfactory to Parent Sub...