Common use of Declaration as to Non-Canadian Holders Clause in Contracts

Declaration as to Non-Canadian Holders. If, in the opinion of the Trustees (who may rely upon the advice of counsel) any action or event contemplated by this Agreement would require compliance by the Trust with the securities laws or comparable legislation of a jurisdiction outside of Canada, the Trustees, acting in good faith, shall take such actions as they may deem appropriate to ensure that such compliance is not required, including, without limitation, establishing procedures for the issuance to an appropriate Canadian resident acting as a resident agent (a “Resident Agent”) of Rights or securities issuable on exercise of Rights, the holding thereof in trust for the Person entitled thereto (but reserving to the Resident Agent or to the Resident Agent and the Trust, as the Trust may determine in its absolute discretion with respect thereto) and the sale thereof and remittance of the proceeds of such sale, if any, to the persons entitled thereto. In no event shall the Trust or the Rights Agent be required to issue or deliver Rights or securities issuable on exercise of Rights to persons who are citizens, residents or nationals of any jurisdiction other than Canada, in which such issue or delivery would be unlawful without registration of the relevant Persons or securities for such purposes.

Declaration as to Non-Canadian Holders. If, If in the opinion of the Trustees Board of Directors (who may rely upon the advice of counsel) ), any action or event contemplated by this Agreement would require compliance by the Trust with the securities laws or comparable legislation of a jurisdiction outside of Canada, the Trustees, Board of Directors acting in good faith, shall faith may take such actions as they it may deem appropriate to ensure that such compliance is not required, including, including without limitation, limitation establishing procedures for the issuance to an appropriate a Canadian resident acting as a resident agent (a “Resident Agent”) Fiduciary of Rights or securities issuable on exercise of Rights, the holding thereof in trust for the Person Persons entitled thereto (but reserving to the Resident Agent Fiduciary or to the Resident Agent Fiduciary and the TrustCorporation, as the Trust Corporation may determine in its determine, absolute discretion with respect thereto) and the sale thereof and remittance of the proceeds of such sale, if any, to the persons Persons entitled thereto. In no event shall the Trust Corporation or the Rights Agent be required to issue or deliver Rights or securities issuable on exercise of Rights to persons Persons who are citizens, residents or nationals of any jurisdiction other than Canada, Canada and a province or territory thereof in which such issue or delivery would be unlawful without registration of the relevant Persons or securities for such purposes.

Declaration as to Non-Canadian Holders. If, If in the opinion of the Trustees Board of Directors (who may rely upon the advice of counsel) any action or event contemplated by this Agreement would require compliance by the Trust with the securities laws or comparable legislation of a jurisdiction outside of Canada, the Trustees, Board of Directors acting in good faith, shall faith may take such actions as they it may deem appropriate to ensure that such compliance is not required, including, including without limitation, limitation establishing procedures for the issuance to an appropriate Canadian resident acting as a resident agent fiduciary (a “Resident Agent”"Fiduciary") of Rights or securities issuable on exercise of Rights, the holding thereof in trust for the Person entitled thereto (but reserving to the Resident Agent Fiduciary or to the Resident Agent Fiduciary and the Trust, Corporation as the Trust Corporation may determine in its determine, absolute instrument discretion with respect thereto) and the sale thereof and remittance of the proceeds of such sale, if any, to the persons entitled thereto. In no event shall the Trust Corporation or the Rights Agent be required to issue or deliver Rights or securities issuable on exercise of Rights to persons who are citizens, residents or nationals of any jurisdiction other than Canada, Canada and any province or territory thereof in which such issue or delivery would be unlawful without registration of the relevant Persons or securities for such purposes.

Declaration as to Non-Canadian Holders. If, If in the opinion of the Board of Trustees (who may rely upon the advice of counsel) any action or event contemplated by this Agreement would require compliance by the Trust with the securities laws or comparable legislation of a jurisdiction outside of CanadaCanada or the United States, the Board of Trustees, acting in good faith, shall take such actions as they may deem appropriate to ensure that such compliance is not required, including, without limitation, establishing procedures for the issuance to an appropriate Canadian resident acting as a resident agent (a “Resident Agent”) of Rights or securities issuable on exercise of Rights, the holding thereof in trust for the Person entitled thereto (but reserving to such rights unto the Resident Agent or to the Resident Agent and the Trust, as the Trust may determine in its absolute discretion with respect thereto) and the sale thereof and remittance of the proceeds of such sale, if any, to the persons Persons entitled thereto. In no event shall the Trust or the Rights Agent be he required to issue or deliver Rights or securities issuable on exercise of Rights to persons Persons who are citizens, residents or nationals of any jurisdiction other than CanadaCanada or the United States, in which such issue or delivery would be unlawful without registration of the relevant Persons or securities for such purposes.

Declaration as to Non-Canadian Holders. If, in the opinion of the Trustees Board of Directors (who may rely upon the advice of counsel) ), any action or event contemplated by this Agreement would require compliance by the Trust Company with the securities laws or comparable legislation of a jurisdiction outside of Canada, the TrusteesBoard of Directors, acting in good faith, shall take such actions as they may deem appropriate to ensure that such compliance is not required, including, without limitation, establishing procedures for the issuance to an appropriate Canadian resident acting as a resident agent (a “Resident Agent”) of Rights or securities issuable on exercise of Rights, the holding thereof in trust for the Person entitled thereto (but reserving to such rights unto the Resident Agent or to the Resident Agent and the TrustCompany, as the Trust Company may determine in its absolute discretion with respect thereto) and the sale thereof and remittance of the proceeds of such sale, if any, to the persons Persons entitled thereto. In no event shall the Trust Company or the Rights Agent be required to issue or deliver Rights or securities issuable on exercise of Rights to persons Persons who are citizens, residents or nationals of any jurisdiction other than Canada, in which such issue or delivery would be unlawful without registration of the relevant Persons or securities for such purposes.

Declaration as to Non-Canadian Holders. If, ‌ If in the opinion of the Board of Trustees (who may rely upon the advice of counsel) any action or event contemplated by this Agreement would require compliance by the Trust with the securities laws or comparable legislation of a jurisdiction outside of CanadaCanada or the United States, the Board of Trustees, acting in good faith, shall take such actions as they may deem appropriate to ensure that such compliance is not required, including, without limitation, establishing procedures for the issuance to an appropriate Canadian resident acting as a resident agent (a “Resident Agent”) of Rights or securities issuable on exercise of Rights, the holding thereof in trust for the Person entitled thereto (but reserving to such rights unto the Resident Agent or to the Resident Agent and the Trust, as the Trust may determine in its absolute discretion with respect thereto) and the sale thereof and remittance of the proceeds of such sale, if any, to the persons Persons entitled thereto. In no event shall the Trust or the Rights Agent be required to issue or deliver Rights or securities issuable on exercise of Rights to persons Persons who are citizens, residents or nationals of any jurisdiction other than CanadaCanada or the United States, in which such issue or delivery would be unlawful without registration of the relevant Persons or securities for such purposes.

Declaration as to Non-Canadian Holders. If, in the opinion of the Trustees Board of Directors (who may rely upon the advice of counsel) ), any action or event contemplated by this Agreement would require compliance by the Trust Company with the securities laws or comparable legislation of a jurisdiction outside of Canada, the TrusteesBoard of Directors, acting in good faith, shall take such actions as they may deem appropriate to ensure that such compliance is not required, including, without limitation, establishing procedures for the issuance to an appropriate Canadian resident acting as a resident agent (a “Resident Agent”” ) of Rights or securities issuable on exercise of Rights, the holding thereof in trust for the Person entitled thereto (but reserving to such rights unto the Resident Agent or to the Resident Agent and the TrustCompany, as the Trust Company may determine in its absolute discretion with respect thereto) and the sale thereof and remittance of the proceeds of such sale, if any, to the persons Persons entitled thereto. In no event shall the Trust Company or the Rights Agent be required to issue or deliver Rights or securities issuable on exercise of Rights to persons Persons who are citizens, residents or nationals of any jurisdiction other than Canada, in which such issue or delivery would be unlawful without registration of the relevant Persons or securities for such purposes.