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

Declaration as to Non-Canadian Holders. If, in the opinion of the Board of Directors (who may rely on the advice of counsel), any action or event contemplated by this agreement would require compliance by the Company with the securities laws or comparable legislation of a jurisdiction outside of Canada, the Board of Directors acting in good faith will take any actions that it deems appropriate to ensure compliance or to ensure that compliance is not required, including establishing procedures for the issuance to a Canadian resident Fiduciary of Rights or securities issuable on exercise of Rights, holding in trust those securities for the Person entitled to the securities and the sale of the securities and remittance of the proceeds of the sale (if any) to the Persons entitled to them. In no event will the Company 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 the issue or delivery would be unlawful without registration of the relevant persons or securities for those purposes.

Appears in 3 contracts

Samples: Shareholder Rights Plan Agreement, Shareholder Rights Plan Agreement (Orko Silver Corp), Shareholder Rights Plan Agreement (Candente Resource Corp)

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Declaration as to Non-Canadian Holders. If, in the opinion of the Board of Directors (who may rely on upon the advice of legal counsel), any action or event contemplated by this agreement Agreement would require compliance by the Company Corporation with the securities laws or comparable legislation of a jurisdiction outside of Canada, the Board of Directors acting in good faith will may take any such actions that as it deems may deem appropriate to ensure compliance or to ensure that such compliance is not required, including establishing procedures for the issuance to a Canadian resident Fiduciary fiduciary of Rights or securities issuable on exercise of Rights, the holding thereof in trust those securities for the Person Persons entitled to the securities thereto and the sale of the securities thereof and remittance of the proceeds of the such sale (if any) to the Persons entitled to themthereto. In no event will shall the Company Corporation or the Rights Agent be required to issue or deliver Rights, Rights or securities issuable on exercise of Rights, Rights to persons Persons who are citizens, residents, residents or nationals of any jurisdiction other than Canada Canada, in which the such issue or delivery would be unlawful without registration or other qualification of the relevant persons Persons or securities for those purposessuch purposes under the applicable laws of such jurisdiction.

Appears in 1 contract

Samples: Shareholder Rights Plan Agreement

Declaration as to Non-Canadian Holders. If, in the opinion of the Board of Directors Trustees (who may rely on upon the advice of legal counsel), any action or event contemplated by this agreement Agreement would require compliance by the Company REIT with the securities laws or comparable legislation of a jurisdiction outside of Canada, the Board of Directors Trustees acting in good faith will may take any such actions that as it deems may deem appropriate to ensure compliance or to ensure that such compliance is not required, including establishing procedures for the issuance to a Canadian resident Fiduciary fiduciary of Rights or securities issuable on exercise of Rights, the holding thereof in trust those securities for the Person Persons entitled to the securities thereto and the sale of the securities thereof and remittance of the proceeds of the such sale (if any) to the Persons entitled to themthereto. In no event will shall the Company REIT or the Rights Agent be required to issue or deliver Rights, Rights or securities issuable on exercise of Rights, Rights to persons Persons who are citizens, residents, residents or nationals of any jurisdiction other than Canada Canada, in which the such issue or delivery would be unlawful without registration or other qualification of the relevant persons Persons or securities for those purposessuch purposes under the applicable laws of such jurisdiction.

Appears in 1 contract

Samples: Unitholder Rights Plan Agreement

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Declaration as to Non-Canadian Holders. β€Œ If, in the opinion of the Board of Directors Trustees (who may rely on upon the advice of legal counsel), any action or event contemplated by this agreement Agreement would require compliance by the Company REIT with the securities laws or comparable legislation of a jurisdiction outside of Canada, the Board of Directors Trustees acting in good faith will may take any such actions that as it deems may deem appropriate to ensure compliance or to ensure that such compliance is not required, including establishing procedures for the issuance to a Canadian resident Fiduciary fiduciary of Rights or securities issuable on exercise of Rights, the holding thereof in trust those securities for the Person Persons entitled to the securities thereto and the sale of the securities thereof and remittance of the proceeds of the such sale (if any) to the Persons entitled to themthereto. In no event will shall the Company REIT or the Rights Agent be required to issue or deliver Rights, Rights or securities issuable on exercise of Rights, Rights to persons Persons who are citizens, residents, residents or nationals of any jurisdiction other than Canada Canada, in which the such issue or delivery would be unlawful without registration or other qualification of the relevant persons Persons or securities for those purposessuch purposes under the applicable laws of such jurisdiction.

Appears in 1 contract

Samples: Unitholder Rights Plan Agreement

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