Effective Time Procedures. Following the receipt of the Final Order and prior to the Effective Date, the Purchaser shall deliver or arrange to be delivered to the Depositary the Purchaser Subordinate Voting Shares required to be issued to Company Shareholders in accordance with the provisions of Section 3.1, which Purchaser Subordinate Voting Shares shall be held by the Depositary as agent and nominee for such Company Shareholders for delivery to such Company Shareholders in accordance with the provisions of Article 5.
Effective Time Procedures. Following the receipt of the Final Order and prior to the Effective Date, Tilray shall deliver or arrange to be delivered to the Depositary the Tilray Shares required to be issued to the Aphria Shareholders in accordance with the provisions of Section 3.1, which Tilray Shares shall be held by the Depositary as agent and nominee for such Aphria Shareholders for delivery to such Aphria Shareholders in accordance with the provisions of Article 5.
Effective Time Procedures. Following the receipt of the Final Order and prior to the Effective Date, Engine Gaming shall deliver or arrange to be delivered to the Depositary the Engine Gaming Shares required to be is sued to the GameSquare Shareholders in accordance with the provisions of Section 3.1, which Engine Gaming Shares shall be held by the Depositary as agent and nominee for such GameSquare Shareholders for delivery to such GameSquare Shareholders in accordance with the provisions of Article 5.
Effective Time Procedures. Following the receipt of the Final Order and prior to the Effective Date, the Purchaser shall deliver or arrange to be delivered to the Depositary the aggregate Consideration Cash and certificates or direct registration advice-statements (“DRS”) representing the Nomad Shares and Consideration Warrants required to be issued to Former Company Shareholders in accordance with the provisions of Section 3.1, which shall be held by the Depositary as agent and nominee for such Former Company Shareholders for distribution to such Former Company Shareholders in accordance with the provisions of Article 5. Subject to the provisions of Article 5, and upon return of a properly completed Transmittal Letter by a registered Former Company Shareholder together with certificates representing Company Shares and such other documents as the Depositary may require, Former Company Shareholders shall be entitled to receive delivery of cheques or wire transfers representing the Consideration Cash and certificates or DRS advice-statements representing the Nomad Shares and Consideration Warrants to which they are entitled pursuant to Section 3.1.
Effective Time Procedures. Following the receipt of the Final Order and prior to the Arrangement Effective Date, subject to Section 3.4, SPAC shall deliver or cause to be delivered to the Exchange Agent the SPAC Shares and Exchangeable Shares required to be issued to Company Shareholders in accordance with the provisions of Section 3.1, which shares shall be held by the Exchange Agent as agent and nominee for such Company Shareholders for delivery to such Company Shareholders in accordance with the provisions of this Article 5.
Effective Time Procedures. Following the receipt of the Final Order and prior to the Effective Date, SKYE shall deliver or arrange to be delivered to the Depositary the SKYE Shares required to be issued to the EHT Shareholders in accordance with the provisions of Section 3.1, which SKYE Shares shall be held by the Depositary as agent and nominee for such EHT Shareholders for delivery to such EHT Shareholders in accordance with the provisions of Article 5.
Effective Time Procedures. Following the receipt of the Final Order and prior to the Effective Date, Acquiror shall deliver or arrange to be delivered to the Depositary certificates or direct registration (“DRS”) advice-statements representing the Acquiror Shares required to be issued to Former Company Shareholders in accordance with the provisions of Section 3.1, which certificates or DRS advice-statements shall be held by the Depositary as agent and nominee for such Former Company Shareholders for distribution to such Former Company Shareholders in accordance with the provisions of Article 5. Subject to the provisions of Article 5, and upon return of a properly completed Transmittal Letter by a registered Former Company Shareholder together with certificates representing Company Shares and such other documents as the Depositary may require, Former Company Shareholders shall be entitled to receive delivery of certificates or DRS advice-statements representing the Acquiror Shares to which they are entitled pursuant to Section 3.1.
Effective Time Procedures. Following the receipt of the Final Order and prior to the Effective Date, Acquiror shall deliver or arrange to be delivered to the Depositary certificates or direct registration (“DRS”) advice/statements representing the Acquiror Shares required to be issued to Former Claude Shareholders and cash in the aggregate amount of the Cash Consideration to be paid to Former Claude Shareholders in accordance with the provisions of Section 3.1 hereof, which certificates or DRS advice/statements and Cash Consideration shall be held by the Depositary as agent and nominee for such Former Claude Shareholders for distribution to such Former Claude Shareholders in accordance with the provisions of Article 5 hereof. Subject to the provisions of Article 5 hereof, and upon return of a properly completed Transmittal Letter by a registered Former Claude Shareholder together with certificates representing Claude Shares and such other documents as the Depositary may require, Former Claude Shareholders shall be entitled to receive delivery of certificates or DRS advice/statements representing the Acquiror Shares and a cheque for the Cash Consideration to which they are entitled pursuant to Section 3.1(c) hereof. An Eligible Holder whose Claude Shares are exchanged for Acquiror Shares and cash pursuant to the Arrangement shall be entitled to make a joint income tax election, pursuant to Section 85 of the Tax Act (and any analogous provision of provincial income tax law) (a “Section 85 Election”) with respect to the exchange by providing two signed copies of the necessary joint election forms to an appointed representative, as directed by Acquiror, within 90 days after the Effective Date, duly completed with the details of the number of Claude Shares transferred and the applicable agreed amounts for the purposes of such joint elections. Acquiror shall, within 90 days after receiving the completed joint election forms from an Eligible Holder, and subject to such joint election forms being correct and complete and in compliance with requirements imposed under the Tax Act (or applicable provincial income tax law), sign and return them to the Eligible Holder for filing with the CRA (or the applicable provincial tax authority). Neither Claude, Acquiror nor any successor corporation shall be responsible for the proper completion of any joint election form nor, except for the obligation to sign and return duly completed joint election forms which are received within 90 days of the Effecti...
Effective Time Procedures. (a) Following the receipt of the Final Order and at least one Business Day prior to the Effective Date, Acquiror shall deliver or arrange to be delivered to the Depositary the Consideration, including certificates or direct registration ("DRS") advice-statements representing the Acquiror Shares and the cash required to be paid to Former Company Shareholders in accordance with the provisions of Section 3.1, which certificates or DRS advice-statements and cash shall be held by the Depositary as agent and nominee for such Former Company Shareholders for distribution to such Former Company Shareholders in accordance with the provisions of Article 5.
Effective Time Procedures. (a) Following receipt of the Final Order and on the Effective Date, XX Xxxxx shall deposit or cause to be deposited cash in immediately available funds with the Depositary, for the benefit of the Target Shareholders (other than Acquiror or any of its affiliates), including the proceeds of the Promissory Note and the Escrow Funds, in an amount sufficient to pay the aggregate Consideration owed to the Target Shareholders pursuant to Section 3.1(b)(ii) hereof. The deposit of funds with the Depositary for the benefit of the Target Shareholders (other than Acquiror or any of its affiliates) prior to the Effective Date shall constitute full satisfaction of the rights of such holders to receive the Consideration owed to them pursuant to Section 3.1(b)(ii) and such holders shall have no claim against XX Xxxxx except to the extent that the funds deposited by XX Xxxxx are insufficient to satisfy the consideration referred to in Section 3.1(b)(ii). All interest earned on the funds deposited with the Depositary shall be for the account of XX Xxxxx and the Depositary shall pay such interest to XX Xxxxx.
