Common use of Issuance of Participation Right Offered Securities Clause in Contracts

Issuance of Participation Right Offered Securities. (a) If the Corporation receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation shall, subject to the receipt and continued effectiveness of all required approvals (including the approval(s) of the Exchanges and any required approvals under Applicable Securities Laws and any shareholder approval), which approvals the Corporation shall use reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use its commercially reasonable efforts to cause management and each member of the Board to vote their Common Shares and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor), issue to the Investor, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafter, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. (b) If the Corporation is required by the Exchanges to seek shareholder approval for the issuance of the Offered Securities to the Investor, then the Corporation shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor as soon as reasonably practicable, and in any event such meeting shall be held within 90 days after the date that the Corporation is advised that it shall require shareholder approval, and shall recommend approval of the issuance of the Offered Securities and shall solicit proxies in support thereof. The Corporation shall be entitled to complete an Offering in tranches, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the Exchanges).

Issuance of Participation Right Offered Securities. (a) If the Corporation Company receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation Company shall, : (i) subject to the receipt and continued effectiveness of all required approvals (including the any applicable approval(s) of the Exchanges Exchange and any required approvals under Applicable Canadian Securities Laws and any required shareholder approval), which approvals the Corporation Company shall use all commercially reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use using its commercially reasonable efforts to cause management and each member of the Board to vote their Common Shares and any shares of the Company entitled to vote in the matter and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor); (ii) subject to the issuance to the Investor or its Affiliate of Common Shares or other Offered Securities being exempt from prospectus and registration requirements under Canadian Securities Laws; and (iii) subject to the completion of the relevant Offering, issue to the InvestorInvestor or its Affiliate, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafterthereof, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. The parties agree that the issuance of any Common Shares or other Offered Securities to the Investor pursuant to this Section 2.4 shall occur concurrently with the completion of the relevant Offering. (b) If the Corporation Company is required by the Exchanges Exchange or otherwise to seek shareholder approval for the issuance of the Offered Securities to the InvestorInvestor or its Affiliate, then the Corporation Company shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor or its Affiliate as soon as reasonably practicable, and in any event such meeting shall be held within 90 75 days after the date that the Corporation Company is advised that it shall will require shareholder approval, and shall recommend approval of the issuance of the Offered Securities and shall solicit proxies in support thereof. The Corporation shall be entitled to complete an Offering in tranches, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the Exchanges).

Issuance of Participation Right Offered Securities. (a) If the Corporation receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation shall, subject to the receipt and continued effectiveness of all required approvals (including the approval(s) of the Exchanges Exchange and any required approvals under Applicable Securities Laws and any shareholder approval), which approvals the Corporation shall use all commercially reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use its commercially reasonable efforts to cause management and each member of the Board to vote their Common Shares and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor), issue to the Investor, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafterOffering, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. (b) If the Corporation is required by the Exchanges Exchange to seek shareholder approval for the issuance of the Offered Securities to the Investor, then the Corporation shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor as soon as reasonably practicable, and in any event such meeting shall be held within 90 days after the date that the Corporation is advised that it shall will require shareholder approval, and shall recommend approval of the issuance of the Offered Securities and shall solicit proxies in support thereof. The Corporation shall will be entitled to complete an Offering in tranches, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the ExchangesExchange).

Issuance of Participation Right Offered Securities. (a) If the Corporation receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation shall, subject to the receipt and continued effectiveness of all required approvals (including the approval(s) of the Exchanges Exchange and any required approvals under Applicable Securities Laws and any shareholder approval), which approvals the Corporation shall use all commercially reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use its commercially reasonable efforts to cause management and each member of the Board to vote their Common Shares and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor), issue to the Investor, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafterOffering, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. (b) If the Corporation is required by the Exchanges Exchange to seek shareholder approval for the issuance of the Offered Securities to the Investor, then the Corporation shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor as soon as reasonably practicable, and in any event such meeting shall be held within 90 days after the date that the Corporation is advised that it shall require shareholder approval, and shall recommend approval of the issuance of the Offered Securities and shall solicit proxies in support thereof. The Corporation shall be entitled to complete an Offering in tranches, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the ExchangesExchange).

Issuance of Participation Right Offered Securities. (a) If the Corporation Company receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation Company shall, subject to the receipt and continued effectiveness of all required approvals (including the approval(s) of the Exchanges TSX, the NYSE Amex and any other stock exchange or over-the-counter market on which the Common Shares are then listed and/or traded and any required approvals under Applicable Securities Laws and any shareholder approvalLaws), which approvals the Corporation Company shall use all commercially reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use its commercially reasonable efforts to cause having management and each member of the Board to vote voting their Common Shares and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor), issue to the Investor, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafterthereof, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. (b) If the Corporation Company is required by the Exchanges TSX or otherwise to seek shareholder approval for the issuance of the Offered Securities to the Investor, then the Corporation Company shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor as soon as reasonably practicable, and in any event such meeting shall be held within 90 60 days after the date that the Corporation Company is advised that it shall will require shareholder approval, provided however that (i) the Company may not close the Offering prior to obtaining shareholder approval, and shall recommend approval (ii) if the shareholders of the Company vote against the issuance of the Offered Securities to the Investor, then the Company shall not be required to issue to the Investor, and the Investor shall solicit proxies in support thereof. The Corporation shall not be entitled to complete an Offering in tranchesreceive, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the Exchanges)Securities.

Issuance of Participation Right Offered Securities. (a) If the Corporation Company receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation Company shall, : (i) subject to the receipt and continued effectiveness of all required approvals (including the any applicable approval(s) of the Exchanges and Exchange, any required approvals under Applicable Canadian Securities Laws and any required shareholder approval), which approvals ; (ii) subject to the Corporation shall use reasonable best efforts issuance to promptly obtain the Investor or its Affiliate of Common Shares or other Offered Securities being exempt from prospectus and registration requirements under Canadian Securities Laws; and (including by applying for any necessary price protection confirmations, seeking shareholder approval (if requirediii) in subject to the manner described below, and shall use its commercially reasonable efforts to cause management and each member completion of the Board to vote their Common Shares and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor)relevant Offering, issue to the InvestorInvestor or its Affiliate, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafterthereof, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. The parties agree that the issuance of any Common Shares or other Offered Securities to the Investor pursuant to this Section 2.4 shall occur concurrently with the completion of the relevant Offering. (b) If the Corporation Company is required by the Exchanges Exchange (if applicable) or otherwise to seek shareholder approval for the issuance of the Offered Securities to the InvestorInvestor or its Affiliate, then the Corporation Company shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor or its Affiliate as soon as reasonably practicable, and in any event such meeting shall be held within 90 75 days after the date that the Corporation Company is advised that it shall will require shareholder approval, and shall recommend approval of the issuance of the Offered Securities and shall solicit proxies in support thereof. The Corporation shall be entitled to complete an Offering in tranches, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the Exchanges).

Issuance of Participation Right Offered Securities. (a) If the Corporation Company receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation Company shall, subject to the receipt and continued effectiveness of all required approvals (including the approval(s) of the Exchanges TSX, the NYSE Amex and any other stock exchange or over-the-counter market on which the Common Shares are then listed and/or traded and any required approvals under Applicable Securities Laws and any shareholder approvalLaws), which approvals the Corporation Company shall use all commercially reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use its commercially reasonable efforts to cause having management and each member of the Board to vote voting their Common Shares and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor), issue to the Investor, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafterthereof, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. (b) If the Corporation Company is required by the Exchanges TSX or otherwise to seek shareholder approval for the issuance of the Offered Securities to the Investor, then the Corporation Company shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor as soon as reasonably practicable, and in any event such meeting shall be held within 90 60 days after the date that the Corporation Company is advised that it shall will require shareholder approval, provided however that (i) the Company may not close the Offering prior to obtaining shareholder approval, and shall recommend approval (ii) if the shareholders of the Company vote against the issuance of the Offered Securities to the Investor, then the Company shall not be required to issue to the Investor, and the Investor shall solicit proxies in support thereof. The Corporation shall not be entitled to complete an Offering in tranchesreceive, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the Exchanges).Securities. Tor#: 2804640.9

Issuance of Participation Right Offered Securities. (a) If the Corporation Rivers receives an Exercise Notice from the Investor Canopy within the applicable Notice Period, then the Corporation Rivers shall, subject to the receipt and continued effectiveness of all required approvals (including the approval(s) of any stock exchange or over-the-counter market on which the Exchanges Common Shares are then listed and/or traded and any required approvals under Applicable Securities Laws Law and any shareholder approval), which approvals the Corporation Rivers shall use all commercially reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use using its commercially reasonable efforts to cause management and each member of the Board to vote their Common Shares and any shares of Rivers entitled to vote in the matter and all votes received by proxy in favour of the issuance of the Offered Securities to the InvestorCanopy), issue to the InvestorCanopy, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, concurrently with the completion of the Offering or as soon as practicable thereafterthereof, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. (b) If the Corporation Rivers is required by the Exchanges to seek shareholder approval for the issuance of the Offered Securities to the InvestorCanopy, then the Corporation Rivers shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor Canopy as soon as reasonably practicable, and in any event such meeting shall be held within 90 75 days after the date that the Corporation Xxxxxx is advised that it shall will require shareholder approval, and shall recommend approval of the issuance of the Offered Securities and shall solicit proxies in support thereof. The Corporation shall be entitled . (c) Subject to complete Section 3.3(a), in the case of an Offering in tranchespursuant to any debt financing transaction, such that plan of arrangement, merger, business combination, take-over bid or other acquisition of a third party, Canopy shall have 30 days to subscribe for and to be issued the Corporation may issue Offered Securities pursuant to nonits Participation Right following the later of: (i) the closing of such debt financing transaction, plan of arrangement, merger, business combination, take-Investor subscribers prior to fulfilling conditions imposed upon the issuance over bid or other acquisition of Offered Securities to Investor (including shareholder approvals imposed by the Exchanges).a third party; and

Issuance of Participation Right Offered Securities. (a) If the Corporation receives an Exercise Notice from the Investor within the applicable Notice Period, then the Corporation shall, subject to the receipt and continued effectiveness of all required approvals (including the approval(s) of the Exchanges Exchange and any required approvals under Applicable Securities Laws and and, if applicable, any shareholder approval), which approvals the Corporation shall use all commercially reasonable best efforts to promptly obtain (including by applying for any necessary price protection confirmations, seeking shareholder approval (if required) in the manner described below, and shall use its commercially reasonable efforts to cause management and each member of the Board to vote their Common Shares and all votes received by proxy in favour of the issuance of the Offered Securities to the Investor), issue to the Investor, against payment of the subscription price payable in respect thereof and, subject to paragraph (b) below, and concurrently with the completion of the Offering or as soon as practicable thereafterOffering, that number of Common Shares or other Offered Securities, as applicable, set forth in the Exercise Notice. (b) If the Corporation is required by the Exchanges Exchange to seek shareholder approval for the issuance of the Offered Securities to the Investor, then the Corporation shall call and hold a meeting of its shareholders to consider the issuance of the Offered Securities to the Investor as soon as reasonably practicable, and in any event such meeting shall be held within 90 ninety (90) days after the date that the Corporation is advised that it shall require shareholder approvalapproval is required, and shall recommend approval of the issuance of the Offered Securities and shall solicit proxies in support thereof. The Corporation shall will be entitled to complete an Offering in tranches, such that the Corporation may issue Offered Securities to non-Investor subscribers prior to fulfilling conditions imposed upon the issuance of Offered Securities to Investor (including shareholder approvals imposed by the ExchangesExchange).