Common use of Interim Order Clause in Contracts

Interim Order. The petition for the application referred to in Section 2.1(b) will request that the Interim Order provide, among other things: (a) for the classes of Persons to whom notice is to be provided in respect of the Arrangement and the Meeting and for the manner in which such notice is to be provided; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will be at least two-thirds of the votes cast by the LAC Shareholders present in person or represented by proxy at the Meeting and entitled to vote at the Meeting (and, if required, minority approval pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions); (e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; (j) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with the procedures set out in the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered by the Court, for the Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (m) for such other matters as LAC may reasonably require.

Interim Order. The petition notice of motion for the application referred to in Section 2.1(b2.2(a) will request that the Interim Order provide, among other things: (a) for that Curis Securityholders will be the classes only class of Persons to whom notice is to be provided in respect of the Arrangement and the Curis Meeting and for the manner in which such notice is to be provided; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will be at least two-thirds of the votes cast by the LAC Shareholders present in person or represented by proxy at the Meeting and entitled to vote at the Meeting (and, if required, minority approval pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions); (e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Curis Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms management of this Agreement, Curis without the need for additional approval of the Court; (ic) that the Parties intend record date for Curis Securityholders entitled to rely upon notice of and to vote at the exemption provided by section 3(a)(10) Curis Meeting will not change in respect of adjournments or postponements of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination Curis Meeting; (d) that the requisite approval for the Arrangement is substantively Resolutions will be an affirmative vote of the following (by tabulating the vote in each of the following three manners): (i) at least two-thirds of the votes cast at the Curis Meeting in person or by proxy by Curis Shareholders; (ii) at least two-thirds of the votes cast at the Curis Meeting in person or by proxy by Curis Shareholders and procedurally fair Curis Optionholders voting together as a single class; and (iii) a simple majority of the votes cast at the Curis Meeting in person or by proxy by Curis Shareholders excluding votes cast in respect of any Curis Shares required to be excluded by Section 8.1 of MI 61-101 (collectively, the LAC securityholders who are entitled to receive Distribution Securities pursuant to “Curis Securityholder Approval”); (e) that, in all other respects, the Arrangementterms, to implement restrictions and conditions of the transactions contemplated hereby notice of articles and articles of Curis, including quorum requirements and all other matters, will apply in respect of the LAC Shareholders and the holders of Old LAC Equity AwardsCuris Meeting; (jf) for the grant of the Dissent Rights to registered Curis Shareholders; and (g) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with the procedures set out in the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered by the Court, for the Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (m) for such other matters as LAC may reasonably require.

Interim Order. The petition Exx shall, as soon as reasonably practicable and in any event in sufficient time to hold the Exx Meeting in accordance with Section 2.4, apply in a manner acceptable to Gold Royalty, acting reasonably, pursuant to subsection 291(2) of the BCBCA and, in cooperation with Gold Royalty, prepare, file and diligently pursue an application to the Court for the application referred to in Section 2.1(b) will request that the Interim Order Order, which shall provide, among other things: (a) for the classes class of Persons persons to whom notice is to be provided in respect of the Arrangement and the Exx Meeting and for the manner in which such notice is to be provided; (b) for confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of Exx Meeting (which date shall be fixed and vote at the Meeting filed by Exx in accordance consultation with the Interim OrderGold Royalty, acting reasonably); (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Exx Resolution will shall be at least two-thirds (i) 66% of the votes cast on the Exx Resolution by the LAC Exx Shareholders present in person or represented by proxy at the Meeting Exx Meeting, with each Exx Share entitling an Ely Shareholder to one vote; and entitled to vote (ii) a simple majority of the votes cast on the Exx Resolution by Exx Shareholders present in person or represented by proxy at the Exx Meeting (and, if required, minority approval pursuant to Multilateral Instrument excluding Exx Securities held by certain “related parties” and “interested parties” (as such terms are defined in MI 61-101 - Protection 101) in accordance with the requirements of Minority Security Holders in Special TransactionsMI 61-101); (e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement; (fd) that, subject to the discretion of the Court, the Exx Meeting may be held as an electronica virtual-only or partially electronic Meeting hybrid securityholders meeting and that LAC Shareholders that participate an Exx Securityholder who participates in the Exx Meeting by electronic virtual means will be deemed to be present at the Exx Meeting; (e) that, in all other respects, the terms, restrictions and conditions of Exx’x constating documents, including quorum requirements and all other matters, shall apply in respect of the Exx Meeting; (f) for purposes the grant of establishing quorumDissent Rights to the Exx Shareholders who are registered holders of Exx Shares; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; (j) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (h) that the Exx Meeting may be adjourned or postponed from time to time by Exx in accordance with this Agreement or as otherwise agreed by the Parties without the need for additional approval of the Court; (i) that the record date for Exx Securityholders entitled to receive notice of and vote at the Exx Meeting will not change in respect of any adjourned Exx Meeting unless required by the Court or applicable Laws; (j) for the notice requirement with respect to the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person Exx Securityholder entitled to Consideration pursuant to the Arrangement will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter an appearance within a response within the prescribed reasonable time and are in accordance with the procedures set out in the Interim Order; (l) thatthat it is the Parties’ intention to rely on the Section 3(a)(10) Exemption with respect to the issuance of Gold Royalty Shares to Exx Shareholders in exchange for their Exx Shares pursuant to the Arrangement, subject to the foregoing and in all other respects, other than as ordered by conditioned on the Court’s determination that the Arrangement is substantively and procedurally fair to Exx Shareholders, for Exx Warrantholders and Exx Optionholders, as the Meeting to be calledcase may be, held and conducted in accordance with based on the provisions Court’s approval of the BCBCA, the Articles and Notice of Articles of LAC and the Interim OrderArrangement; and (m) for such other matters as LAC Gold Royalty may reasonably requirerequire subject to obtaining the prior written consent of Exx, such consent not to be unreasonably withheld or delayed.

Interim Order. The petition (a) Subject to the terms of this Agreement, as soon as reasonably practicable, but in any event in sufficient time to hold the Company Meeting in accordance with Section 2.5(a), the Company shall apply to the Court, pursuant to Section 192(3) of the CBCA, for the Interim Order in a manner and form reasonably acceptable to Purchaser, and thereafter in cooperation with the Purchaser, prepare, file and diligently pursue an application for the Interim Order. (b) The application referred to in Section 2.1(b2.3(a) will shall request that the Interim Order provide, among other things: (ai) for the classes class 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 such notice is to be provided; (bii) confirmation that the requisite approval for the Arrangement Resolution shall be (A) 662/3% of the votes cast on the Arrangement Resolution by the Company Shareholders present in person or represented by proxy at the Company Meeting and (B) a simple majority of the votes cast on the Arrangement Resolution by the Public Shareholders present in person or represented by proxy at the Company Meeting (the “Required Vote”); (iii) that in all other respects the terms, restrictions and conditions of the Constating Documents of the Company, including quorum requirements, shall apply in respect of the Company Meeting; (iv) for the grant of the Dissent Rights to the Company Shareholders who are registered holders of Common Shares as of the record date for the purposes of determining the LAC Company Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will be at least two-thirds of the votes cast by the LAC Shareholders present in person or represented by proxy at the Meeting and entitled to vote at the Meeting (andCompany Meeting, if required, minority approval pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders as contemplated in Special Transactions); (e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; (jv) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (kvi) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right Company Meeting may be adjourned or postponed from time to appear before time by the Court at Company in the hearing circumstances contemplated by this Agreement or as otherwise agreed to by the Parties without the need for additional approval of the Court to approve and without the application for necessity of first convening the Final Order so long as they enter a response within Company Meeting or obtaining any vote of the prescribed time and in accordance with the procedures set out in the Interim OrderCompany Shareholders; (lvii) that, subject to that the foregoing and in all other respects, other than as ordered by the Court, record date for the Company Shareholders entitled to receive notice of and to vote at the Company Meeting to be called, held and conducted will not change in accordance with the provisions respect of any adjournment(s) or postponement(s) of the BCBCA, the Articles and Notice of Articles of LAC and the Interim OrderCompany Meeting; and (mviii) for such other matters as LAC the Company and the Purchaser may reasonably require, subject to obtaining the prior consent of the other Party, such consent not to be unreasonably withheld, conditioned or delayed.

Interim Order. The petition As soon as reasonably practicable after the date of this Agreement, but in any event in sufficient time to permit the Meeting to be convened in accordance with Section 2.3, Corporation shall apply in a manner reasonably acceptable to Purchaser pursuant to Section 192 of the CBCA and, in cooperation with Purchaser, prepare, file and diligently pursue an application for the application referred to in Section 2.1(b) will request that the Interim Order Order, which must provide, among other things: (a1) for the classes class of Persons persons to whom notice is to be provided in respect of the Arrangement and the Meeting and for the manner in which such notice is to be provided; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d2) that the requisite shareholder required level of approval (the "Required Shareholder Approval") for the Arrangement Resolution will shall be at least two-thirds (a) 66 2/3% of the votes cast on the Arrangement Resolution by the LAC Shareholders present in person or represented by proxy at the Meeting and Meeting, each being entitled to one vote per Share, and (b) if, and to the extent, required, a majority of the votes cast on the Arrangement Resolution by Shareholders present in person or by proxy at the Meeting Meeting, each being entitled to one vote per Share, excluding for this purpose votes attached to Shares held by Persons described in items (and, if required, minority approval pursuant to Multilateral Instrument a) through (d) of section 8.1(2) of MI 61-101 - Protection of Minority Security Holders in Special Transactions)101; (e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement; (f3) that, subject to the discretion of the Courtforegoing and in all other respects, the Meeting may be held as an electronic-only or partially electronic Meeting terms, restrictions and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meetingconditions of Corporation's Constating Documents, including for purposes of establishing quorum; (g) thatquorum requirements and all other matters, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby shall apply in respect of the LAC Shareholders and the holders of Old LAC Equity AwardsMeeting; (j4) for the grant of the Dissent Rights to those Shareholders who are registered Shareholders; (5) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k6) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right Meeting may be adjourned or postponed from time to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and by Corporation in accordance with the procedures set out terms of this Agreement without the need for additional approval of the Court; (7) confirmation of the record date for the purposes of determining the Shareholders entitled to notice of and to vote at the Meeting in accordance with the Interim Order; (l) that, subject 8) that the record date for Shareholders entitled to the foregoing notice of and in all other respects, other than as ordered by the Court, for to vote at the Meeting to be called, held and conducted will not change in accordance with the provisions respect of any adjournment(s) of the BCBCAMeeting, the Articles and Notice of Articles of LAC and the Interim Orderunless required by Securities Laws; and (m9) for such other matters as LAC Purchaser or Corporation may reasonably require, subject to obtaining the prior consent of the other, such consent not to be unreasonably withheld, conditioned or delayed.

Interim Order. The petition (a) Subject to the terms of this Agreement, as soon as reasonably practicable, but in any event in sufficient time to hold the Company Meeting in accordance with Section 2.5(b), the Company shall apply to the Court, pursuant to Section 192 of the CBCA, for the application referred Interim Order in a manner and form reasonably acceptable to Acquiror and Gerdau, and thereafter diligently seek the Interim Order in Section 2.1(bsuch form. (b) will The notice of motion for the Interim Order shall request that the Interim Order provide, among other things: (ai) for the classes class 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 such notice is to be provided; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (dii) that the requisite shareholder approval for the Arrangement Resolution will shall be at least two-thirds (i) 662/3% of the votes cast on the Arrangement Resolution by the LAC Company Shareholders present in person or represented by proxy at the Company Meeting and entitled to vote (ii) a majority of the votes cast on the Arrangement Resolution by the Public Shareholders present in person or represented by proxy at the Company Meeting (and, if required, minority approval pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactionsthe “Required Vote”); (eiii) that in all other respects the terms, restrictions and conditions of the articles and by-laws of the Company, shall apply in respect of the Company Meeting; (iv) that the quorum for the Company Meeting shall be two or more persons present in person or represented by proxy holding in the aggregate 25% of the outstanding Common Shares; (v) for the grant of Dissent Rights only to the Company Shareholders who are registered holders of Common Shares, as provided contemplated in Section 3.1 of the Plan of Arrangement; (fvi) that, subject for notice requirements with respect to the discretion of application to the Court, Court for the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorumFinal Order; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (hvii) that the Company Meeting may be adjourned or postponed from time to time by LACthe Company, in accordance with the terms of circumstances contemplated by this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; (j) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with the procedures set out in the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered by the Court, for the Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (mviii) that the record date for such other matters as LAC may reasonably requireCompany Shareholders entitled to notice of and to vote at the Company Meeting will not change in respect of any adjournment(s) or postponement(s) of the Company Meeting.

Interim Order. The petition notice of motion for the application referred to in Section 2.1(b2.2(a) will shall request that the Interim Order provide, among other things: (a) for that the classes class of Persons persons to whom notice is to be provided in respect of the Arrangement and the Etruscan Meeting shall be the Etruscan Shareholders and for the manner in which that such notice is to be providedprovided to the Etruscan Shareholders in a manner consistent with the NSCA and NI 54-101; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will shall be at least two-thirds by (i) three quarters of the votes cast on the Arrangement Resolution by Etruscan Shareholders present in person or by proxy at the LAC Etruscan Meeting, voting as a single class; and (ii) a majority of the votes cast on the Arrangement Resolution by Etruscan Shareholders present in person or represented by proxy at the Etruscan Meeting and entitled to vote at in accordance with the Meeting (and, if required, minority approval pursuant to Multilateral Instrument requirements of MI 61-101 - Protection of Minority Security Holders in Special Transactions)101; (ec) that, in all other respects, the terms, restrictions and conditions of the constating documents of Etruscan, including quorum requirements and all other matters, shall apply in respect of the Etruscan Meeting; (d) for the grant of the Dissent Rights only as provided in Section 3.1 of the Plan of ArrangementRights; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; (je) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (kf) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right Etruscan Meeting may be adjourned or postponed from time to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and by Etruscan in accordance with the procedures set out in terms of this Agreement without the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered by need for additional approval of the Court, for the Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (mg) that the record date for such other matters as LAC may reasonably requireEtruscan Shareholders entitled to vote at the Etruscan Meeting shall not change in respect of any adjournment(s) or postponement(s) of the Etruscan Meeting, unless required by applicable Law.

Interim Order. The petition As promptly as reasonably practicable following the execution of this Agreement so as to permit the Unitholder Meeting to be held within the time set forth in Section 2.3(a), the REIT and ArrangementCo shall apply to the Court in a manner acceptable to both the REIT and the Purchaser, acting reasonably, pursuant to section 192 of the CBCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application to the Court for the application referred to in Section 2.1(b) will request that the Interim Order Order, which shall provide, among other things: (a) for the classes of Persons to whom notice is to be provided in respect of the Arrangement and the Unitholder Meeting and for the manner in which such notice is to be provided; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will be at least two-thirds (the “REIT Unitholder Approval”) shall be: (i) more than 66⅔% of the votes cast on the Arrangement Resolution by the LAC Shareholders REIT Unitholders present in person or represented by proxy at the Unitholder Meeting and, (ii) if, and entitled to vote the extent, required, a majority of the votes cast on the Arrangement Resolution by REIT Unitholders present in person or represented by proxy at the Unitholder Meeting excluding for this purpose votes attached to REIT Units held by Persons described in items (and, if required, minority approval pursuant to Multilateral Instrument a) through (d) of section 8.1(2) of MI 61-101 - Protection of Minority Security Holders in Special Transactions)101; (e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (hc) that the Unitholder Meeting may be adjourned or postponed from time to time by LAC, in accordance with the REIT Board subject to the terms of this Agreement, Agreement without the need for additional approval of the Court; (id) that the Parties intend record date for REIT Unitholders entitled to rely upon notice of and to vote at the exemption provided by section 3(a)(10Unitholder Meeting will not change in respect of any adjournment(s) or postponement(s) of the U.S. Securities ActUnitholder Meeting; (e) that, in all other respects, other than as contemplated under Section 2.9 hereof, subject to and conditioned on ordered by the Court's determination that , the Arrangement is substantively terms, conditions and procedurally fair to restrictions of the LAC securityholders who are entitled to receive Distribution Securities pursuant to the ArrangementDeclaration of Trust, to implement the transactions contemplated hereby including quorum requirements and other matters, shall apply in respect of the LAC Shareholders and the holders of Old LAC Equity AwardsUnitholder Meeting; (jf) for the grant of the Dissent Rights to registered holders of the REIT Units as set forth in the Plan of Arrangement; (g) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with the procedures set out in the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered by the Court, for the Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (mh) for such other matters as LAC the Purchaser or the REIT may reasonably require, subject to obtaining the prior consent of the other Party, such consent not to be unreasonably withheld, conditioned or delayed.

Interim Order. (1) The petition notice of motion for the application referred to in Section 2.1(b2.1(a) will shall, among other things as mutually agreed, request that the Interim Order provide, among other things: (a) for the classes class of Persons to whom notice is to be provided in respect of the Arrangement and the Aliant Meeting and for the manner in which such notice is to be provided; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will shall be at least two-thirds of the votes cast on the Arrangement Resolution by the LAC Shareholders holders of the Aliant Common Shares present in person or represented by proxy at the Meeting and entitled to vote at the Aliant Meeting (andsubject to subsection (3) below), if required, minority together with the approval pursuant to Multilateral Instrument of Arrangement Resolution by over 50% of the votes cast by the “minority” of the holders of the Aliant Common Shares as contemplated in section 5.6 of OSC Rule 61-101 - Protection 501 and section 5.7 of Minority Security Holders Quebec Regulation Q-27; (c) for approval of the Aliant Circular; (d) that, in Special Transactions);all other respects, the terms, restrictions and conditions of the by-laws and articles of Aliant, including quorum requirements and all other matters, shall apply in respect of the Aliant Meeting; and (e) for the grant of the Dissent Rights only as provided in Section 3.1 to holders of the Plan of Arrangement;Aliant Common Shares. (f2) The parties agree that they shall use their Best Efforts to seek any other securityholder approvals as may be required under applicable Laws to consummate the Arrangement. (3) Despite anything to the contrary contained herein, the parties agree that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at event that the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Aliant Meeting is held with prior to the approval effective redemption date of the CourtAliant Preference Shares, such Meeting will be deemed to be held at the location of LAC's registered office; (h) then they shall request that the Meeting may be adjourned or postponed from time Interim Order provide for the holders thereof to time by LAC, in accordance vote together with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; the Aliant Common Shares in determining whether the requisite Aliant Shareholder Approval (j) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with the procedures set out in the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered by the Courtthan, for the Meeting to be calledgreater certainty, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (mthat required under OSC Rule 61-501 or Quebec Regulation Q-27) for such other matters as LAC may reasonably requireis obtained.

Interim Order. The petition notice of originating application for the application Interim Order referred to in Section 2.1(b2.2(a) will shall request that the Interim Order provide, among other things: (a) for the calling and holding of the SMART Meeting, including the confirmation of the Record Date for determining the classes of Persons persons to whom notice is to be provided in respect of the Arrangement and the SMART Meeting and for the manner in which such notice is to be provided; (b) confirmation of that the record date for the purposes of determining the LAC SMART Shareholders shall be entitled to receive notice of and vote at with respect to the Meeting in accordance Arrangement Resolution, with the Interim Ordereach SMART Shareholder being entitled to one vote for each Common Share held; (c) for that, subject to the calling and holding approval of the Meeting for the purpose ofCourt, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will by the Voting Securityholders shall be at least two-thirds 66 2/3% of the votes cast on the Arrangement Resolution by the LAC Shareholders Voting Securityholders present in person or represented by proxy at the Meeting and entitled to vote at the SMART Meeting (andthe “Securityholders’ Vote”); (d) that the terms, if requiredrestrictions and conditions of SMART’s Organizational Documents, minority approval pursuant to Multilateral Instrument 61-101 - Protection including quorum requirements and all other matters, shall apply in respect of Minority Security Holders in Special Transactions)the SMART Meeting; (e) for the grant of the Dissent Rights only as provided to registered SMART Shareholders in Section 3.1 of the manner contemplated in the Plan of Arrangement; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; (j) for the notice requirements with respect to the presentation of the application to the Court for the a Final Order; (kg) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right SMART Meeting may be adjourned or postponed from time to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with this Agreement without the procedures set out in the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered need for additional approval by the Court, for the Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (mh) for such other matters as LAC AcquisitionCo or the Purchaser may reasonably require, subject to the prior written consent of SMART, such consent not be unreasonably withheld or delayed.

Interim Order. The petition As promptly as reasonably practicable following the execution of this Agreement so as to permit the Shareholder Meeting to be held within the time set forth in Section 1.3(a), the Company shall apply to the Court in a manner acceptable to the Purchaser, acting reasonably, pursuant to section 182 of the OBCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application to the Court for the application referred to in Section 2.1(b) will request that the Interim Order Order, which shall provide, among other things: (a) for the class or classes (if applicable) of Persons to whom notice is to be provided in respect of the Arrangement and the Shareholder Meeting and for the manner in which such notice is to be provided; (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (d) that the requisite shareholder approval for the Arrangement Resolution will be at least two-thirds shall be: (i) 66⅔% of the votes cast on the Arrangement Resolution by the LAC Company Shareholders present in person or represented by proxy at the Shareholder Meeting and entitled to vote (ii) a majority of the votes cast by the Company Shareholders, present in person or represented by proxy at the Meeting Shareholder Meeting, excluding for this purpose the votes attached to the Common Shares held by Persons described in items (and, if required, minority approval pursuant to Multilateral Instrument a) through (d) of section 8.1(2) of MI 61-101 - Protection of Minority Security Holders in Special Transactions)101; (e) for the grant of Dissent Rights only as provided in Section 3.1 of the Plan of Arrangement; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (hc) that the Shareholder Meeting may be adjourned or postponed from time to time by LAC, in accordance with the Company Board subject to the terms of this Agreement, Agreement without the need for additional approval of the Court; (id) unless required by Law or the Court, that the Parties intend record date for Company Shareholders entitled to rely upon notice of and to vote at the exemption provided by section 3(a)(10Shareholder Meeting will not change in respect of any adjournment(s) or postponement(s) of the U.S. Securities ActShareholder Meeting; (e) that, in all other respects, other than as contemplated under Section 2.9 hereof, subject to and conditioned on ordered by the Court's determination that , the Arrangement is substantively terms, conditions and procedurally fair to restrictions of the LAC securityholders who are entitled to receive Distribution Securities pursuant to the ArrangementCompany Organizational Documents, to implement the transactions contemplated hereby including quorum requirements and other matters, shall apply in respect of the LAC Shareholders and the holders of Old LAC Equity AwardsShareholder Meeting; (jf) for the grant of the Dissent Rights to registered holders of the Common Shares as set forth in the Plan of Arrangement; (g) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with the procedures set out in the Interim Order; (l) that, subject to the foregoing and in all other respects, other than as ordered by the Court, for the Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (mh) for such other matters as LAC the Purchaser or the Company may reasonably require, subject to obtaining the prior consent of the other Party, such consent not to be unreasonably withheld, conditioned or delayed.

Interim Order. The petition As soon as reasonably practicable after the date of this Agreement, the Company shall apply in a manner acceptable to the Purchaser, acting reasonably, pursuant to Section 182 of the OBCA and, in cooperation with the Purchaser, prepare, file and diligently pursue an application for the application referred to in Section 2.1(b) will request that the Interim Order Order, which must provide, among other things: (ai) for the classes class(es) 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 providedprovided (including the Common Shareholders, the Company Debentureholders and all holders of Incentive Securities); (b) confirmation of the record date for the purposes of determining the LAC Shareholders entitled to receive notice of and vote at the Meeting in accordance with the Interim Order; (c) for the calling and holding of the Meeting for the purpose of, among other things, considering the Arrangement Resolution; (dii) that the requisite shareholder level of approval for the Arrangement Resolution will shall be at least (a) two-thirds of the votes cast on such resolution by the LAC Common Shareholders present in person or represented by proxy at the Meeting Company Meeting, and entitled (b) if, and to vote the extent required, a majority of the votes cast on such resolution by Common Shareholders present in person or represented by proxy at the Company Meeting excluding for this purpose votes attached to Common Shares held by persons described in items (and, if required, minority approval pursuant to a) through (d) of Section 8.1(2) of Multilateral Instrument 61-101 - – Protection of Minority Security Holders in Special Transactions); (eiii) that, in all other respects, other than as ordered by the Court, the terms, restrictions and conditions of the Company Constating Documents, including quorum requirements and all other matters, shall apply in respect of the Company Meeting; (iv) for the grant of the Dissent Rights only to those Common Shareholders who are registered Common Shareholders as provided contemplated in Section 3.1 of the Plan of Arrangement; (f) that, subject to the discretion of the Court, the Meeting may be held as an electronic-only or partially electronic Meeting and that LAC Shareholders that participate in the Meeting by electronic means will be deemed to be present at the Meeting, including for purposes of establishing quorum; (g) that, if an electronic-only Meeting is held with the approval of the Court, such Meeting will be deemed to be held at the location of LAC's registered office; (h) that the Meeting may be adjourned or postponed from time to time by LAC, in accordance with the terms of this Agreement, without the need for additional approval of the Court; (i) that the Parties intend to rely upon the exemption provided by section 3(a)(10) of the U.S. Securities Act, as contemplated under Section 2.9 hereof, subject to and conditioned on the Court's determination that the Arrangement is substantively and procedurally fair to the LAC securityholders who are entitled to receive Distribution Securities pursuant to the Arrangement, to implement the transactions contemplated hereby in respect of the LAC Shareholders and the holders of Old LAC Equity Awards; (jv) for the notice requirements with respect to the presentation of the application to the Court for the Final Order; (k) that each LAC Shareholder, holder of Old LAC Equity Awards and any other affected Person will have the right to appear before the Court at the hearing of the Court to approve the application for the Final Order so long as they enter a response within the prescribed time and in accordance with the procedures set out in the Interim Order; (lvi) that, subject to Section 2.3(i), the foregoing and in all other respects, other than as ordered Company Meeting may be adjourned or postponed from time to time by the Company without the need for additional approval of the Court; (vii) that the record date for Common Shareholders entitled to notice of and to vote at the Company Meeting will not change in respect of any adjournment or postponement of the Company Meeting, unless required by Law or the Court; (viii) confirmation of the record date for the purposes of determining the Common Shareholders entitled to receive material and vote at the Company Meeting to be called, held and conducted in accordance with the provisions of the BCBCA, the Articles and Notice of Articles of LAC and the Interim Order; and (mix) for such other matters as LAC the Purchaser or the Company may reasonably require, subject to obtaining the prior consent of the other, such consent not to be unreasonably withheld or delayed, and subject to approval by the Court.