Common use of Change of Controlling Participant Clause in Contracts

Change of Controlling Participant. Where notice is given to You that State One will have a change of control (e.g. taken over or sold) You may: ▪ Do nothing or inform State One that You will accept to the change of State One’s ownership change. In such circumstances: ❖ the new controller of State One will become a party to the Agreement in place of State One; ❖ all rights will be transferred to the new controller; and ❖ State One will have no obligations to You from the effective date of change of control. Before the transfer can take effect, the new controller must provide You with a notice indicating that they will act as Your Sponsoring Participant. ▪ Request the Agreement be cancelled by giving Sate One written instructions that You would like to transfer Your holdings to another broker or transfer Your holdings to one or more Issuer Sponsored Holdings. The Agreement will continue to be in place for State One for any rights and obligations that have accrued before the change in controller takes effect (or You terminate the Agreement) and State One will be obliged to complete all CHESS transactions that have arisen before this date.

Change of Controlling Participant. Where notice is given to You that State One will have a change of control (e.g. taken over or sold) You may: ▪ Do nothing or inform State One that You will accept to the change of State One’s ownership change. In such circumstances: ❖ the new controller of State One will become a party to the Agreement in place of State One; ❖ all rights will be transferred to the new controller; and ❖ State One will have no obligations to You from the effective date of change of control. Before the transfer can take effect, the new controller must provide You with a notice indicating that they will act as Your Sponsoring Participant. ▪ Request the Agreement be cancelled by giving Sate One written instructions that You would like to transfer Your holdings to another broker or transfer Your holdings to one or more Issuer Sponsored Holdings. The Agreement will continue to be in place for State One for any rights and obligations that have accrued before the change in controller takes effect (or You terminate the Agreement) and State One will be obliged to complete all CHESS transactions that have arisen before this date.. -----------------------------

Change of Controlling Participant. Where notice is given to You that State One will have a change of control (e.g. taken over or sold) You may: ▪  Do nothing or inform State One that You will accept to the change of State One’s ownership change. In such circumstances: ❖  the new controller of State One will become a party to the Agreement in place of State One; ❖  all rights will be transferred to the new controller; and ❖  State One will have no obligations to You from the effective date of change of control. Before the transfer can take effect, the new controller must provide You with a notice indicating that they will act as Your Sponsoring Participant. ▪  Request the Agreement be cancelled by giving Sate One written instructions that You would like to transfer Your holdings to another broker or transfer Your holdings to one or more Issuer Sponsored Holdings. The Agreement will continue to be in place for State One for any rights and obligations that have accrued before the change in controller takes effect (or You terminate the Agreement) and State One will be obliged to complete all CHESS transactions that have arisen before this date.. -----------------------------