Common use of Alternative Transaction Clause in Contracts

Alternative Transaction. (a) If the Company concludes that it is necessary or desirable to proceed with another form of transaction (including a plan of arrangement under the Canada Business Corporations Act) whereby the Company sells all or substantially all of its assets, including potentially a sale to Related Parties as defined under applicable securities law and potentially including a compromise of all or certain of its liabilities (an “Alternative Transaction”), provided such Alternative Transaction does not have a material adverse impact on the Shareholder as compared to the Proposed Transactions, the Shareholder agrees to support the completion of such Alternative Transaction in the same manner as the Proposed Transactions and shall otherwise fulfill its covenants contained in this Agreement in respect of such Alternative Transaction. (b) In the event of any proposed Alternative Transaction, any reference in this Agreement to the Proposed Transactions shall refer to the Alternative Transaction or any resolution in respect thereto, to the extent applicable, all terms, covenants, representations and warranties of this Agreement shall be and shall be deemed to have been made in the context of the Alternative Transaction.

Alternative Transaction. (a) If the Company Purchaser concludes that it is necessary or desirable to proceed with another form of transaction (including a plan of arrangement under the Canada Business Corporations Acttake-over bid or an amalgamation) whereby the Company sells all Purchaser or substantially one of its Affiliates would effectively acquire all of its assets, the Shares within substantially the same time periods and on economic terms that are equivalent to or better to the Shareholders (including potentially a sale in respect of the tax treatment of the Shareholders pursuant to Related Parties as defined under applicable securities law and potentially including a compromise of all or certain of its liabilities such transaction) than those contemplated by the Arrangement Agreement (an “Alternative Transaction”), provided such Alternative Transaction does not have a material adverse impact on each of the Shareholder as compared to the Proposed Transactions, the Shareholder Shareholders agrees to support support, and cause to be supported, the completion of such Alternative Transaction in the same manner as the Proposed Transactions Arrangement and shall otherwise fulfill its covenants contained in this Agreement in respect of such Alternative Transaction. (b) In the event of any proposed Alternative Transaction, any reference in this Agreement to the Proposed Transactions Arrangement shall refer to the Alternative Transaction or any resolution in respect thereto, to the extent applicable, all terms, covenants, representations and warranties of this Agreement shall be and shall be deemed to have been made in the context of the Alternative Transaction.

Alternative Transaction. (a) If the Company concludes that it is necessary or desirable to proceed with another form of transaction (including a plan of arrangement under the Canada Business Corporations Act) whereby the Company sells all or substantially all of its assets, including potentially a sale to Related Parties as defined under applicable securities law and potentially including a compromise of all or certain of its liabilities (an “Alternative Transaction”), provided such cAleterrntatiaveiTnransoacftioni”t)psr,ovidledisaucbh ilities Alternative Transaction does not have a material adverse impact on the Shareholder as compared to the Proposed Transactions, the Shareholder agrees to support the completion of such Alternative Transaction in the same manner as the Proposed Transactions and shall otherwise fulfill its covenants contained in this Agreement in respect of such Alternative Transaction. (b) In the event of any proposed Alternative Transaction, any reference in this Agreement to the Proposed Transactions shall refer to the Alternative Transaction or any resolution in respect thereto, to the extent applicable, all terms, covenants, representations and warranties of this Agreement shall be and shall be deemed to have been made in the context of the Alternative Transaction.