Common use of Dissent Procedures Clause in Contracts

Dissent Procedures. Holders of Northern Orion Common Shares may exercise Dissent Procedures with respect to Northern Orion Common Shares in connection with the Arrangement, provided that, notwithstanding the Dissent Procedures, the written objection to the special resolution to approve the Arrangement contemplated by section 242 of the BCBCA must be sent to Northern Orion by holders who wish to dissent at least two days before the Northern Orion Meeting or any date to which the Northern Orion Meeting may be postponed or adjourned and provided further that holders who exercise such rights of dissent and who: (a) are ultimately entitled to be paid fair value for their Northern Orion Common Shares, which fair value shall be the fair value of such shares immediately before the passing by the holders of the Northern Orion Common Shares of the resolution approving the Arrangement, shall be paid an amount equal to such fair value by Yamana; and (b) are ultimately not entitled, for any reason, to be paid fair value for their Northern Orion Common Shares shall be deemed to have participated in the Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Northern Orion Common Shares and shall be entitled to receive only the consideration contemplated in subsection 3.1(a) hereof that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Procedures, but further provided that in no case shall Yamana, Yamana Subco, Northern Orion, Amalco or any other person be required to recognize holders of Northern Orion Common Shares who exercise Dissent Procedures as holders of Northern Orion Common Shares after the time that is immediately prior to the Effective Time, and the names of such holders of Northern Orion Common Shares who exercise Dissent Procedures shall be deleted from the central securities register as holders of Northern Orion Common Shares at the Effective Time.

Dissent Procedures. Holders of Northern Orion Glamis Common Shares may exercise Dissent Procedures with respect to Northern Orion Glamis Common Shares in connection with the Arrangement, provided that, notwithstanding the Dissent Procedures, the written objection to the special resolution to approve the Arrangement contemplated by section 242 of the BCBCA must be sent to Northern Orion Glamis by holders who wish to dissent at least two days before the Northern Orion Glamis Meeting or any date to which the Northern Orion Glamis Meeting may be postponed or adjourned and provided further that holders who exercise such rights of dissent and who: (a) are ultimately entitled to be paid fair value for their Northern Orion Glamis Common Shares, which fair value shall be the fair value of such shares immediately before the passing by the holders of the Northern Orion Glamis Common Shares of the resolution approving the Arrangement, shall be paid an amount equal to such fair value by YamanaGoldcorp; and (b) are ultimately not entitled, for any reason, to be paid fair value for their Northern Orion Glamis Common Shares shall be deemed to have participated in the Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Northern Orion Glamis Common Shares and shall be entitled to receive only the consideration contemplated in subsection 3.1(a3.01(a) hereof that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Procedures, but further provided that in no case shall YamanaGoldcorp, Yamana Subco, Northern Orion, Amalco Glamis or any other person be required to recognize holders of Northern Orion Glamis Common Shares who exercise Dissent Procedures as holders of Northern Orion Glamis Common Shares after the time that is immediately prior to the Effective Time, and the names of such holders of Northern Orion Glamis Common Shares who exercise Dissent Procedures shall be deleted from the central securities register as holders of Northern Orion Glamis Common Shares at the Effective Time.

Dissent Procedures. Holders of Northern Orion Glamis Common Shares may exercise Dissent Procedures with respect to Northern Orion Glamis Common Shares in connection with the Arrangement, provided that, notwithstanding the Dissent Procedures, the written objection to the special resolution to approve the Arrangement contemplated by section 242 of the BCBCA must be sent received by Glamis not later than 5:00 p.m. (Toronto time) on the Business Day immediately prior to Northern Orion by holders who wish to dissent at least two days before the Northern Orion date of the Glamis Meeting or any date to which the Northern Orion Meeting may be postponed or adjourned and provided further that holders who exercise such rights of dissent and who: (a) are ultimately entitled to be paid fair value for their Northern Orion Glamis Common Shares, which fair value value, notwithstanding anything to the contrary contained in Division 2 of Part 8 of the BCBCA, shall be determined as of the fair value close of such shares immediately business on the day before the passing by the holders of the Northern Orion Common Shares of the resolution approving the ArrangementFinal Order becomes effective, shall be paid an amount equal to such fair value by Yamanathe Corporation; and (b) are ultimately not entitled, for any reason, to be paid fair value for their Northern Orion Glamis Common Shares shall be deemed to have participated in the Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Northern Orion Glamis Common Shares and shall be entitled to receive only the consideration contemplated in subsection 3.1(a3.01(b) hereof that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Procedures, but further provided that in no case shall YamanaGoldcorp, Yamana Goldcorp Subco, Northern Orion, Amalco Glamis or any other person be required to recognize holders of Northern Orion Common Shares who exercise Dissent Procedures Dissenting Shareholders as holders of Northern Orion Glamis Common Shares after the time that is immediately prior to the Effective TimeAmalgamation, and the names of such holders of Northern Orion Common Shares who exercise Dissent Procedures Dissenting Shareholders shall be deleted from the central securities register as holders of Northern Orion Glamis Common Shares at the Effective Timetime that is immediately prior to the Amalgamation.