Common use of Amendments to Plan of Arrangement Clause in Contracts

Amendments to Plan of Arrangement. (1) The Company and the Purchaser reserve the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or supplement must be (i) set out in writing, (ii) approved by the Company and the Purchaser, (iii) filed with the Court and, if made following the Meeting, approved by the Court, and (iv) communicated to or approved by the Company Shareholders if and as required by the Court. (2) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company at any time prior to the Meeting (provided the Purchaser shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication and, if so proposed and accepted by the persons voting at the Meeting (other than as may be required under the Interim Order), will become part of this Plan of Arrangement for all purposes. (3) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Meeting will be effective only if such amendment, modification or supplement (i) is consented to by each of the Company and the Purchaser and (ii) if required by the Court or applicable law, is consented to by Company Shareholders voting in the manner directed by the Court. (4) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to by each of the Parties provided that such amendment, modification or supplement concerns a matter which, in the reasonable opinion of the Company and the Purchaser, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of the Company and the Purchaser or any former Company Securityholder.

Amendments to Plan of Arrangement. (1a) The Company and the Purchaser reserve the right to amend, modify or supplement this This Plan of Arrangement may at any time and from time to time prior to whether before or after the Interim Order or the Final Order, but not later than the Effective TimeDate, be amended, modified and/or supplemented unilaterally by LAC, provided that each such amendment, modification or supplement must be (i) set out is contained in writing, (ii) approved by the Company and the Purchaser, (iii) a written document which is filed with the Court and, if made following the Meeting, is approved by the Court, Court and (iv) communicated to or approved by the Company Shareholders if and as required by the Court. (2b) Any amendment, modification or and/or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company LAC at any time prior to or at the Meeting (provided the Purchaser shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication and, if so proposed and accepted by the persons Persons voting at the Meeting (other than as may be required under the Interim Order), will become part of this Plan of Arrangement for all purposes. (3c) Any amendment, modification or and/or supplement to this Plan of Arrangement that which is approved or directed by the Court following the Meeting will be effective only if such amendment, modification or supplement (i) it is consented to by each of the Company and the Purchaser and (ii) LAC and, if required by the Court or applicable lawCourt, is consented to by Company some or all of the LAC Shareholders voting in the manner directed by the Court. (4d) Any amendment, modification or and/or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to unilaterally by each of the Parties LAC, provided that such amendment, modification or supplement it concerns a matter which, in the reasonable opinion of the Company and the PurchaserLAC, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of the Company and the Purchaser or any former Company Securityholderholder of Common Shares. (e) Notwithstanding anything in this Plan of Arrangement or the Arrangement Agreement, LAC will be entitled at any time and from time to time prior to or following the Meeting to amend, modify and/or supplement any term of this Plan of Arrangement to give effect to any pre-Arrangement reorganization implemented in accordance with the terms of the Arrangement Agreement or to any amendments, modifications and/or supplements required pursuant to the Tax Rulings, in each case, without any prior notice or communication or approval of the Court or the LAC Shareholders, provided such modifications are not adverse to the financial or economic interests of the LAC Shareholders.

Amendments to Plan of Arrangement. (1) The Company and the Purchaser reserve the right to Parties may amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Arrangement Effective Time, ; provided that each such amendment, modification or and/or supplement must be (ia) set out in writing, (iib) approved by the Company and the PurchaserParties, each acting reasonably, (iiic) filed with the Court and, if made following the Company Shareholders Meeting, approved by the Court, and (ivd) communicated to or approved by the Company Shareholders Securityholders if and as required by the Court. (2) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by either of the Company Parties at any time prior to the Company Shareholders Meeting or the SPAC Shareholders’ Meeting (provided that the Purchaser shall have other Party has consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons Persons voting at the Company Shareholders Meeting or the SPAC Shareholders’ Meeting, as applicable (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Shareholders Meeting will and the SPAC Shareholders’ Meeting shall be effective only if such amendment, modification or supplement (ia) it is consented to in writing by each of the Company and the Purchaser Parties (in each case, acting reasonably), and (iib) if required by the Court or applicable lawCourt, it is consented to by some or all of the Company Securityholders or the SPAC Shareholders voting in the manner directed by the Court. (4) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to by each granting of the Parties provided that Final Order without filing such amendment, modification or supplement with the Court or seeking Court approval; provided that (i) it concerns a matter which, in the reasonable opinion of the Company and the PurchaserParties, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial interest of any Company Securityholder or (ii) is an amendment contemplated in Section 4.1(5). (5) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Arrangement Effective Date unilaterally by New SPAC; provided that it concerns a matter which, in the reasonable opinion of New SPAC, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the economic interests interest of the Company and the Purchaser or any former Company Securityholder. (6) This Plan of Arrangement may be withdrawn prior to the Arrangement Effective Time in accordance with the terms of the Business Combination Agreement.

Amendments to Plan of Arrangement. (1) The Company and the Purchaser Integra reserve the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or supplement must be (i) set out in writing, (ii) approved by the Company and the PurchaserIntegra, each acting reasonably, (iii) filed with the Court and, if made following the Meeting, approved by the Court, and (iv) communicated to or approved by the Company Shareholders if and as required by the Court. (2) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company at any time prior to the Meeting (provided the Purchaser Integra shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayeddelayed‎) with or without any other prior notice or communication and, if so proposed and accepted by the persons Persons voting at the Meeting (other than as may be required under the Interim Order), will become part of this Plan of Arrangement for all purposes. (3) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Meeting will be effective only if such amendment, modification or supplement (i) is consented to by each of the Company and the Purchaser Integra (provided each such consent shall not be unreasonably withheld, conditioned or delayed‎), and (ii) if required by the Court or applicable law, is consented to by Company Shareholders voting in the manner directed by the Court. (4) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date Time but shall only be effective if it is consented to by each of the Parties Company and Integra (which consent shall not be unreasonably withheld, conditioned or delayed‎), provided that such amendment, modification or supplement concerns a matter which, in the reasonable opinion of each of the Company and the PurchaserIntegra, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of the Company and the Purchaser Integra or any former Company Securityholder.

Amendments to Plan of Arrangement. (1) The Company and the Purchaser reserve the right to may amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or and/or supplement must be (ia) set out in writing, (iib) approved by the Company and the Purchaser, (iiic) filed with the Court and, if made following the Company Meeting, approved by the Court, Court and (ivd) communicated to or approved holders of the Shares and others as may be required by the Company Shareholders Interim Order if and as required by the Court. (2) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company at any time prior to the Company Meeting (provided that the Purchaser shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayedthereto in writing) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons voting at the Company Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Meeting will shall be effective only if such amendment, modification or supplement (ia) it is consented to in writing by each of the Company and the Purchaser (in each case, acting reasonably), and (iib) if required by the Court or applicable lawCourt, it is consented to by Company Shareholders holders of the Shares voting in the manner directed by the Court. (4) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to unilaterally by each of the Parties Purchaser, provided that such amendment, modification or supplement it concerns a matter which, in the reasonable opinion of the Company and the Purchaser, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests interest of the Company and the Purchaser or any former Company Securityholderholder of Shares, Options or DSUs.

Amendments to Plan of Arrangement. (1) The Company and the Purchaser reserve the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or supplement must be be: (i) set out in writing, (ii) approved by the Company and the Purchaser, (iii) filed with the Court and, if made following the Meeting, approved by the Court, and (iv) communicated to or approved by the Company Shareholders if and as required by the Court. (2) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company at any time prior to the Meeting (provided the Purchaser shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication and, if so proposed and accepted by the persons voting at the Meeting (other than as may be required under the Interim Order), will become part of this Plan of Arrangement for all purposes. (3) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Meeting will be effective only if such amendment, modification or supplement supplement: (i) is consented to by each of the Company and the Purchaser Purchaser, and (ii) if required by the Court or applicable law, is consented to by Company Shareholders voting in the manner directed by the Court. (4) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to by each of the Parties provided that such amendment, modification or supplement concerns a matter which, in the reasonable opinion of the Company and the Purchaser, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of the Company and the Purchaser or any former Company Securityholder.

Amendments to Plan of Arrangement. (1) The Company and the Purchaser reserve the right to may amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or and/or supplement must be (ia) set out in writing, (iib) approved by the Company and the PurchaserParties, (iiic) filed with the Court and, if made following the Company Meeting, approved by the Court, Court and (ivd) communicated to or approved Company Shareholders and others as may be required by the Company Shareholders Interim Order if and as required by the Court. (2) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company Company, at any time prior to the Company Meeting (provided that the Purchaser Buyer and Parent shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayedthereto in writing) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons Persons voting at the Company Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Meeting will shall be effective only if such amendment, modification or supplement (ia) it is consented to in writing by each of the Company Company, the Buyer and the Purchaser Parent (in each case, acting reasonably), and (iib) if required by the Court or applicable lawCourt, it is consented to by Company Shareholders voting in the manner directed by the Court. (4) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to by each of the Parties without approval of or communication to the Court or the Company Securityholders, provided that such amendment, modification or supplement it concerns a matter which, in the reasonable opinion of the Company and the PurchaserParties, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests interest of the Company and the Purchaser or any former holder of Company SecurityholderShares, Company Options or Company Warrants.

Amendments to Plan of Arrangement. (1a) The Company NovaCopper and the Purchaser Sunward reserve the right to amend, modify or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Timetime, provided that each such amendment, modification or supplement must be be: (i) set out in writing, ; (ii) approved agreed to in writing by the Company NovaCopper and the Purchaser, Sunward; (iii) filed with the Court and, if made following the Sunward Meeting, approved by the Court, ; and (iv) communicated to or approved by the Company Sunward Shareholders if and as required by the Court. (2b) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company Sunward at any time prior to the Sunward Meeting (provided the Purchaser that NovaCopper shall have consented theretothereto in writing, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication communication, and, if so proposed and accepted by the persons Persons voting at the Sunward Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Sunward Meeting will shall be effective only if such amendment, modification or supplement if: (i) it is consented to in writing by each of NovaCopper and Sunward; (ii) it is filed with the Company and the Purchaser Court (other than amendments contemplated in Section 6.1(d), which shall not require such filing) and (iiiii) if required by the Court or applicable lawCourt, it is consented to by Company Shareholders holders of the Sunward Shares voting in the manner directed by the Court. (4d) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to Time unilaterally by each of the Parties NovaCopper, provided that such amendment, modification or supplement it concerns a matter whichthat, in the reasonable opinion of the Company and the PurchaserNovaCopper, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial economic interest of any Former Sunward Shareholder or economic interests former holder of Sunward Options. (e) This Plan of Arrangement may be withdrawn prior to the Effective Time in accordance with the terms of the Company and the Purchaser or any former Company SecurityholderArrangement Agreement.

Amendments to Plan of Arrangement. (1a) The Company Parent and the Purchaser reserve the right to Company may amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or and/or supplement must be must: (i) be set out in writing, ; (ii) be approved by the Company Parent and the Purchaser, Company; (iii) be filed with the Court and, if made following the Company Meeting, approved by the Court, ; and (iv) be communicated to or approved by the Company Shareholders if and as required by the Court. (2b) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company at any time prior to the Company Meeting (provided the Purchaser that Parent shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayedthereto in writing) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons Persons voting at the Company Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Meeting will shall be effective only if such amendment, modification or supplement if: (i) it is consented to in writing by each of Parent and the Company and the Purchaser (in each case, acting reasonably); and (ii) if required by the Court or applicable lawCourt, it is consented to by holders of the Company Shareholders Common Shares, voting in the manner directed by the Court. (4d) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to unilaterally by each of the Parties Amalco, provided that such amendment, modification or supplement it concerns a matter which, in the reasonable opinion of the Company and the PurchaserAmalco, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial economic interest of any Former Shareholder or economic interests any Former Optionholder and such amendments, modifications or supplements to this Plan Arrangement need not be filed with Court or communicated to Selling Shareholders or any Former Optionholder. (e) CanCo 1 may amend, modify and/or supplement Article 3 of this Plan of Arrangement at any time and from time to time prior to the Effective Date, including to give effect to any amendments to the Holdco Alternative and Section 2.6 of the Arrangement Agreement, provided that each such amendment, modification and/or supplement does not and will not have an adverse impact on any holder of Company and the Purchaser Common Shares or any former Company SecurityholderOptions.

Amendments to Plan of Arrangement. (1a) The Company and the Purchaser reserve the right to Parties may amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective Time, provided that each such amendment, modification or and/or supplement must be (i) set out in writing, (ii) approved by the Company and the PurchaserParties, each acting reasonably, (iii) filed with the Court and, if made following the Unitholder Meeting, approved by the Court, and (iv) communicated to or approved by the Company Shareholders Affected Securityholders if and as required by the Court. (2b) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by any of the Company Parties at any time prior to the Unitholder Meeting (provided that the Purchaser other Parties shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons Persons voting at the Unitholder Meeting (other than as may be required under pursuant to the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Unitholder Meeting will shall be effective only if such amendment, modification or supplement (i) it is consented to in writing by each of the Company and the Purchaser Parties (in each case, acting reasonably), and (ii) if and as required by the Court or applicable lawCourt, is consented after communication to by Company Shareholders voting in the manner directed by the CourtREIT Unitholders. (4d) Any Notwithstanding anything to the contrary contained herein, any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to by each of the Parties at any time and from time to time without the approval of or communication to the Court or the REIT Unitholders, provided that each such amendment, modification or and/or supplement concerns a matter which, in the reasonable opinion of the Company and the Purchasereach Party, is of an administrative nature or required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests interest of the Company and the Purchaser or any former Company SecurityholderREIT Unitholder.

Amendments to Plan of Arrangement. (1a) The Parent, Acquiror and Company and the Purchaser reserve the right to amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective TimeDate, provided that each such amendment, modification or and/or supplement must be (i) set out in writing, (ii) approved by the Company and the Purchaserothers, (iii) filed with the Court and, if made following the Meeting, approved by the Court, and (iv) communicated to or approved by the Company Shareholders Securityholders if and as required by the Court. (2b) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Parent, Acquiror or Company at any time prior to or at the Meeting (provided that the Purchaser others shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons voting at the Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Meeting will shall be effective only if such amendment, modification or supplement (i) it is consented to by each of the Company Parent, Acquiror and the Purchaser and (ii) if required by the Court or applicable law, is consented to by Company Shareholders voting in the manner directed by the CourtCompany. (4d) Any amendment, modification or supplement to this the Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to unilaterally by each of the Parties Company, provided that such amendment, modification or supplement it concerns a matter which, in the reasonable opinion of the Company and the PurchaserCompany, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of Parent, Acquiror or any holder of Company Common Shares or Company Options. SCHEDULE B REPRESENTATIONS AND WARRANTIES OF COMPANY Company hereby represents and warrants to the Parent and Acquiror that, except as set forth in the Company and Disclosure Letter, this Agreement, the Purchaser Plan of Arrangement or any former Company Securityholder.as Publicly Disclosed by Company:

Amendments to Plan of Arrangement. (1a) The Company and the Purchaser reserve reserves the right to amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective TimeDate; provided that, provided that each such amendment, modification or and/or supplement must be (i) set out in writing, (ii) approved by the Company Purchaser and the PurchaserParent, (iii) filed with the Court and, if made following the Company Meeting, approved by the Court, Court and (iv) communicated to or and approved by the Company Shareholders Securityholders if and as required by the Court. (2b) Any amendment, modification or and/or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company at any time prior to the Company Meeting (provided that the Purchaser shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons Company Securityholders voting at the Company Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3c) Any amendment, modification or and/or supplement to this Plan of Arrangement that is approved or directed by the Court following the Company Meeting will shall be effective only if (i) such amendment, modification or and/or supplement (i) is consented to by each of the Company Company, the Purchaser and the Purchaser Parent and (ii) if required by the Court or applicable lawCourt, it is consented to by the Company Shareholders voting Securityholders in the manner directed by the Court. (4d) Any amendment, modification or and/or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to unilaterally by each of the Parties Purchaser; provided that that, any such amendment, modification or and/or supplement (i) concerns a matter which, in the reasonable opinion of the Company and the Purchaser, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of the Company and the Purchaser or any former Company Securityholder, or (ii) is made with the written consent of the Representative. The Company shall notify the Representative in writing of any amendment, modification and/or supplement to this Plan of Arrangement made hereunder.

Amendments to Plan of Arrangement. (1a) The Company and the Purchaser reserve Fairmont reserves the right to amend, modify or and/or supplement this Plan of Arrangement at any time and from time to time prior to the Effective TimeDate, provided that each such amendment, modification or and/or supplement must be (i) set out in writing, (ii) approved by the Company and the Purchaser, (iii) filed with the Court and, if made following the Fairmont Meeting, approved by the Court, Court and (iv) communicated to or approved by the Company Shareholders holders of Fairmont Shares if and as required by the Court. (2b) Any amendment, modification or supplement to this Plan of Arrangement pursuant to Section 6.1(1) may be proposed by the Company Fairmont at any time prior to the Fairmont Meeting (provided the that Purchaser shall have consented thereto, such consent not to be unreasonably withheld, conditioned or delayed) with or without any other prior notice or communication andcommunication, and if so proposed and accepted by the persons Persons voting at the Fairmont Meeting (other than as may be required under the Interim Order), will shall become part of this Plan of Arrangement for all purposes. (3c) Any amendment, modification or supplement to this Plan of Arrangement that is approved or directed by the Court following the Fairmont Meeting will shall be effective only if such amendment, modification or supplement (i) it is consented to by each of the Company and the Purchaser Fairmont and (ii) if required by the Court or applicable lawCourt, it is consented to by Company Shareholders holders of the Fairmont Shares voting in the manner directed by the Court. (4) Any amendment, modification or supplement to this Plan of Arrangement may be made following the Effective Date but shall only be effective if it is consented to unilaterally by each of the Parties Purchaser, provided that such amendment, modification or supplement it concerns a matter which, in the reasonable opinion of the Company and the Purchaser, is of an administrative nature required to better give effect to the implementation of this Plan of Arrangement and is not adverse to the financial or economic interests of the Company and the Purchaser or any former Company Securityholderholder of Fairmont Shares.