Common use of Interim Order Clause in Contracts

Interim Order. The Company agrees that as soon as reasonably practicable after the date hereof, and in any event no later than January 2, 2013, the Company shall apply, in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 130 of the NSCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall provide, among other things: (i) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which notice is to be provided; (ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iii) that the requisite approval for the Arrangement Resolution shall be (A) three-quarters of the votes cast on the Arrangement Resolution by the Shareholders present in person or represented by proxy at the Company Meeting (the “Requisite Shareholder Approval”); and (B) such other approval, if any, as is required by MI 61-101; (iv) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association and articles of association, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (v) for the grant of the Dissent Rights; (vi) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (vii) that the Company Meeting may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company without the need for additional approval of the Court; and (viii) that the record date for Shareholders entitled to vote at the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) of the Company Meeting, unless required by applicable Law.

Interim Order. The Company agrees that as As soon as reasonably practicable after the date hereof, and in any event no later than January 2, 2013of this Agreement, the Company shall apply, apply in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 130 192 of the NSCA CBCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall must provide, among other things: (i1) for the class classes of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which such notice is to be provided; (ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iii2) that the requisite required level of approval for the Arrangement Resolution shall be (A) threetwo-quarters thirds of the votes cast on the Arrangement Resolution such resolution by the Shareholders present in person or represented by proxy at the Company Meeting (the “Requisite Shareholder Approval”); and (B) such other approval, if any, as is required by MI 61-101Meeting; (iv3) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association and articles of associationConstating Documents, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (v4) for the grant of Dissent Rights to those Shareholders who are registered Shareholders as contemplated in the Dissent RightsPlan of Arrangement; (vi5) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (vii6) that the Company Meeting may be adjourned or postponed from time to time by the Company in accordance with the terms of this Agreement from time to time by the Company without the need for additional approval of the Court; and; (viii7) confirmation of the record date for the purposes of determining the Shareholders entitled to notice of and to vote at the Company Meeting; (8) that the record date for the Shareholders entitled to notice of and to vote at the Company Meeting shall will not change in respect of any adjournment(s) or postponement(s) of the Company Meeting, unless required by applicable Law; and (9) for such other matters as the Purchaser may reasonably require, subject to obtaining the prior consent of the Company, such consent not to be unreasonably withheld, conditioned or delayed.

Interim Order. The Company agrees that as soon as reasonably practicable after the date hereof, and in any event no later than January 2April 28, 20132017, the Company shall apply, in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 130 182 of the NSCA OBCA and, in cooperation co-operation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Parent and the Purchaser, each acting reasonably, which shall provide, among other things: (ia) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which notice is to be provided; (ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iiib) that the requisite approval for the Arrangement Resolution shall be (Ai) threetwo-quarters thirds of the votes cast on the Arrangement Resolution by the Shareholders present in person or represented by proxy at the Company Meeting (the “Requisite Shareholder Approval”)Meeting; and (Bii) if required, such other approval, if any, approval as is required by MI 61-101; (ivc) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association articles and articles of associationby-laws, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (vd) for the grant of the Dissent Rights; (vie) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (viif) that the Company Meeting may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company without the need for additional approval of the Court; and (viiig) that the record date for Shareholders entitled to vote at the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) of the Company Meeting, unless required by applicable Law.

Interim Order. The Company agrees that as As soon as is reasonably practicable after the date hereof, and in any event no later than January 2, 2013of execution of this Agreement, the Company shall apply, in a manner acceptable apply to the Purchaser, acting reasonably, pursuant to Section 130 of the NSCA Court for and, in cooperation with the PurchaserParent, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall provide, among other things: (ia) for the class of persons Persons to whom notice is to be provided in respect of the Arrangement and for the Company Meeting and for the manner in which such notice is to be provided; (ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iiib) that the only requisite approval required for the Arrangement Resolution shall be (A) three-quarters 75% of the votes cast cast, in Person or by proxy, on the Arrangement Resolution by the Shareholders present in person or represented by proxy and the Optionholders at the Company Meeting (the “Requisite Shareholder Approval”); and (B) such other approval, if any, as is required by MI 61-101; (ivc) for the grant of Dissent Rights to the Shareholders and, if required by Applicable Laws, the Optionholders who are registered holders of Shares or Options as contemplated in the Plan of Arrangement; (d) that, in all other respects, the terms, restrictions and conditions of the Articles of the Company’s memorandum of association and articles of association, including the quorum requirements requirement and all other matters, shall apply in respect of the Company Meeting; (ve) for the grant of the Dissent Rights; (vi) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (viif) that the Company Meeting Meeting, subject to the terms of this Agreement, may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company without the need for any additional approval of the Court; and (viiig) that the record date for the Shareholders and the Optionholders entitled to notice of, and to vote at at, the Company Meeting shall will not change in respect of any adjournment(s) postponement or postponement(s) adjournment of the Company Meeting, unless required by applicable Law.

Interim Order. The Company agrees that as soon as reasonably practicable after the date hereof, and in any event no later than January 2April 28, 20132017, the Company shall apply, in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 130 Division 5 of Part 9 of the NSCA BCBCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall provide, among other things: (i) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which notice is to be provided; (ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iii) that the requisite approval for the Arrangement Resolution shall be (A) threetwo-quarters thirds of the votes cast on the Arrangement Resolution by the Shareholders present in person or represented by proxy at the Company Meeting (the “Requisite Shareholder Approval”); and (B) such other approval, if any, as is required by MI 61-101; (iv) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association and articles of associationConstating Documents, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (v) for the grant of the Dissent Rights; (vi) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (vii) that the Company Meeting may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company without the need for additional approval of the Court; and (viii) that the record date for Shareholders entitled to vote at the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) of the Company Meeting, unless required by applicable Law.

Interim Order. The Company agrees that as soon as reasonably practicable after the date hereof, and but in any event no later than January 2, 2013in sufficient time to permit the Company Meeting to be convened in accordance with Section 2.3(1), the Company shall apply, move in a manner reasonably acceptable to the Purchaser, acting reasonably, Acquireco pursuant to Section 130 section 182 of the NSCA OBCA and, in cooperation with the PurchaserAcquireco, prepare, file and diligently pursue an application a motion for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall provide, among other things: (ia) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which such notice is to be provided; (iib) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iii) that the requisite approval for the Arrangement Resolution shall be (A) threetwo-quarters thirds of the votes cast on the Arrangement Resolution by the Company Shareholders present in person or represented by proxy at the Company Meeting (Meeting, each Company Share entitling the “Requisite Shareholder Approval”); and (B) such other approval, if any, as is required by MI 61-101holder thereof to one vote on the Arrangement Resolution; (ivc) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum articles and by-laws as in effect as of association and articles of associationthe date hereof, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (v) for the grant of the Dissent Rights; (vid) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (viie) that the Company Meeting may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company (subject to the terms of this Agreement) without the need for additional approval of the Court; and (viiif) that confirmation of the record date for the purposes of determining the Company Shareholders entitled to receive material and vote at the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) of accordance with the Company Meeting, unless required by applicable LawInterim Order.

Interim Order. The Company agrees that as soon as reasonably practicable after following the date hereofof execution of this Agreement, and in any event no later than January 2on or before September 15, 20132012 (or such other date as may be agreed to by the Company and the Purchaser, each acting reasonably), the Company shall apply, in a manner reasonably acceptable to the Purchaser, acting reasonably, pursuant to Section 130 193 of the NSCA ABCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall provide, among other things: (ia) for the class classes of persons Persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which notice is to be provided; (iib) for confirmation of the record date in respect date(s) for purposes of determining the Persons to whom notice of the Company Meeting referred is to in Section 2.3(2)be provided and for purposes of determining the Persons entitled to vote at the Company Meeting; (iiic) that the requisite approval for the Arrangement Resolution shall be (A) three-quarters 66 2/3% of the votes cast on the Arrangement Resolution by the Shareholders and Optionholders of record (voting as a single class) present in person Person or represented by proxy at the Company Meeting and, if required by Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (the “Requisite Shareholder ApprovalMI 61-101”); , minority approval after excluding the votes cast in respect of Shares and (B) such other approval, if any, as is required Options held by certain directors and officers of the Company in accordance with MI 61-101; (ivd) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association and articles of associationamalgamation and by-laws, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (ve) for the grant of the Dissent Rights; (vif) for the notice requirements with respect to the presentation of the application to the Court for the Final Order;; and (viig) that the Company Meeting may be adjourned or postponed from time to time by the Company in accordance with the terms of this Agreement from time to time by the Company without the need for additional approval of the Court; and (viii) that the record date for Shareholders entitled to vote at the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) of the Company Meeting, unless required by applicable Law.

Interim Order. The Company agrees that as soon as reasonably practicable after the date hereof, and in any event no later than January 2, 2013practicable, the Company shall apply, apply in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 130 section 192 of the NSCA CBCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Purchaser, acting reasonably, which shall provide, among other things: (ia) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which such notice is to be provided; (ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iiib) that the requisite approval for the Arrangement Resolution shall be (A) threetwo-quarters thirds of the votes cast on the Arrangement Resolution by the Company Shareholders present in person or represented by proxy at the Company Meeting (the “Requisite Shareholder Approval”); and (B) such other approval, if any, as is required by MI 61-101Meeting; (ivc) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association and articles of associationincorporation and by-laws, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (vd) for the grant of the Dissent Rights; (vie) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (viif) that the Company Meeting may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company (with the prior written consent of the Purchaser, not to be unreasonably withheld or delayed) without the need for additional approval of the Court; and (viiig) that for such other matters as the record date for Shareholders entitled Purchaser may reasonably require subject to vote at obtaining the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) prior written consent of the Company MeetingCompany, unless required by applicable Lawsuch consent not to be unreasonably withheld or delayed.

Interim Order. The Company agrees that as soon as reasonably practicable after the date hereof, and in any event no later than January March 2, 20132012, the Company shall apply, in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 130 182 of the NSCA OBCA and, in cooperation co-operation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order, the terms of which are acceptable to the Parent and the Purchaser, each acting reasonably, which shall provide, among other things: (ia) for the class of persons to whom notice is to be provided in respect of the Arrangement and the Company Meeting and for the manner in which notice is to be provided; (ii) for confirmation of the record date in respect of the Company Meeting referred to in Section 2.3(2); (iiib) that the requisite approval for the Arrangement Resolution shall be (Ai) threetwo-quarters thirds of the votes cast on the Arrangement Resolution by the Shareholders present in person or represented by proxy at the Company Meeting (the “Requisite Shareholder Approval”)Meeting; and (Bii) such other approval, if any, approval as is required by MI 61-101; (ivc) that, in all other respects, the terms, restrictions and conditions of the Company’s memorandum of association 's articles and articles of associationby-laws, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (vd) for the grant of the Dissent Rights; (vie) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (viif) that the Company Meeting may be adjourned or postponed in accordance with the terms of this Agreement from time to time by the Company without the need for additional approval of the Court; and (viiig) that the record date for Shareholders entitled to vote at the Company Meeting shall not change in respect of any adjournment(s) or postponement(s) of the Company Meeting, unless required by applicable Law.