Common use of Notification of Certain Events Clause in Contracts

Notification of Certain Events. In order to assist Parent to comply with its obligations hereunder and to permit ExchangeCo to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo will notify Parent of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo of notice of and ExchangeCo otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange Agreement).

Notification of Certain Events. In order to assist Parent RG to comply with its obligations hereunder and to permit ExchangeCo Callco or RG to exercise exercise, as the case may be, the Liquidation Call Right, the Retraction Call Right, the Change of Law Call Right and the Redemption Call Right, ExchangeCo will Canco shall notify Parent RG and Callco of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Canco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Canco or to effect any other distribution of the assets of ExchangeCo Canco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Canco of notice of and ExchangeCo Canco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Canco or to effect any other distribution of the assets of ExchangeCo Canco among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo Canco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and; (e) as soon as practicable upon the issuance by ExchangeCo Canco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange AgreementArrangement); and (f) promptly, upon receiving notice of a Change of Law (as defined in the Plan of Arrangement).

Notification of Certain Events. In order to assist Parent USCo and CallCo to comply with its their respective obligations hereunder hereunder, AcquisitionCo will give USCo and to permit ExchangeCo to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo will notify Parent CallCo notice of each of the following events at the time set forth below: (a) immediately, in the event of any determination by the Board of Directors of ExchangeCo AcquisitionCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect take any other distribution action which would require a vote of the assets holders of ExchangeCo among its shareholders Exchangeable Shares for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distributionapproval; (b) promptlyimmediately, upon the earlier of of: (i) receipt by ExchangeCo AcquisitionCo of notice of of; and ExchangeCo (ii) AcquisitionCo otherwise becoming aware of of, any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo AcquisitionCo or to effect any other distribution of the assets of ExchangeCo AcquisitionCo among its shareholders for the purpose of winding winding-up its affairs; (c) immediately, upon receipt by ExchangeCo AcquisitionCo of a Retraction Request; (d) on the same date on which notice of redemption is given at least 30 days prior to holders of Exchangeable Shares, upon the determination of a any Automatic Redemption Date in accordance with the Share Provisions; andDate; (e) as soon as practicable upon the issuance by ExchangeCo AcquisitionCo of any Exchangeable Shares or any rights to acquire Exchangeable Shares same; and (f) in the event of any determination by the Board of Directors of AcquisitionCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to AcquisitionCo or to effect any other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares distribution of the Company pursuant assets of AcquisitionCo among its shareholders for the purpose of winding-up its affairs, at least 30 days prior to the Share Exchange Agreement)proposed effective date of such liquidation, dissolution, winding-up or other distribution.

Notification of Certain Events. In order to assist Parent US Gold to comply with its obligations hereunder and to permit ExchangeCo Callco or US Gold to exercise the Liquidation Call Right, the Retraction Call Right, Redemption Call Right and the Redemption Change of Law Call Right, ExchangeCo as applicable, Exchangeco will notify Parent US Gold and Callco of each of the following events at the time set forth below: (a) in the event of any determination by the Board board of Directors directors of ExchangeCo Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 30 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, promptly upon the earlier of (i) receipt by ExchangeCo Exchangeco of notice of of, and ExchangeCo (ii) Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediately, immediately upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and; (e) as soon as practicable promptly upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and or rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange AgreementArrangement); and (f) promptly, upon receiving notice of a Change of Law (as such term is defined in the Plan of Arrangement).

Notification of Certain Events. In order to assist Parent to comply with its obligations hereunder and to permit ExchangeCo NovaScotiaco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Exchangeco will notify Parent Parent, NovaScotiaco and the Agent of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Exchangeco of notice of and ExchangeCo Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange Agreement)Shares.

Notification of Certain Events. In order to assist Parent Lululemon and Callco to comply with its obligations hereunder and to permit ExchangeCo Callco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Exchangeco will notify Parent Lululemon and Callco of each of the following events at the time set forth below: (a) in the event of any determination by the Board board of Directors directors of ExchangeCo Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Exchangeco of notice of and ExchangeCo Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediatelypromptly, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company LIPO Canada common shares pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent MEC to comply with its obligations hereunder and to permit ExchangeCo MEC to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Exchangeco will notify Parent MEC of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Exchangeco of notice of and ExchangeCo Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange Agreement)Shares.

Notification of Certain Events. In order to assist Parent Shire to comply with its obligations hereunder and to permit ExchangeCo CallCo to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo will notify Parent Shire and CallCo of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo of notice of and ExchangeCo otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding BioChem Common Shares of the Company pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent to comply with its obligations hereunder under this Agreement and to permit ExchangeCo CallCo to exercise the Liquidation Call Right, the Retraction Call Right, the Change of Law Call Right and or the Redemption Call Right, as applicable, ExchangeCo will shall notify Parent and CallCo of each of the following events at the time set forth below: (a) in the event of any determination by the Board board of Directors directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, promptly upon the earlier of (i) receipt by ExchangeCo of notice of of, and (ii) ExchangeCo otherwise becoming aware of of, any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and; (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange AgreementArrangement); and (f) promptly, upon receiving notice of a Change of Law.

Notification of Certain Events. In order to assist Parent Newmont to comply with its obligations hereunder and to permit ExchangeCo Callco or Newmont to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo New Exchangeco will notify Parent Newmont and Callco of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo New Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo New Exchangeco or to effect any other distribution of the assets of ExchangeCo New Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo New Exchangeco of notice of and ExchangeCo New Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo New Exchangeco or to effect any other distribution of the assets of ExchangeCo New Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo New Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo New Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent to comply with its obligations hereunder and to permit ExchangeCo to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo will notify Parent of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo of notice of and ExchangeCo otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent LoJack to comply with its obligations hereunder and to permit ExchangeCo LoJack Callco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo LoJack Exchangeco will notify Parent LoJack and LoJack Callco of each of the following events at the time set forth below: (a) 2.4.1 in the event of any determination by the Board board of Directors directors of ExchangeCo LoJack Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo LoJack Exchangeco or to effect any other distribution of the assets of ExchangeCo LoJack Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) 2.4.2 promptly, upon the earlier of receipt by ExchangeCo LoJack Exchangeco of notice of and ExchangeCo LoJack Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo LoJack Exchangeco or to effect any other distribution of the assets of ExchangeCo LoJack Exchangeco among its shareholders for the purpose of winding up its affairs; (c) 2.4.3 immediately, upon receipt by ExchangeCo LoJack Exchangeco of a Retraction Request; (d) 2.4.4 on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) 2.4.5 as soon as practicable upon the issuance by ExchangeCo LoJack Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Boomerang Common Shares of the Company pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent Paid to comply with its obligations hereunder and to permit ExchangeCo it to exercise the Liquidation Call Right, the Retraction Call Right, Redemption Call Right and the Redemption Change of Law Call Right, ExchangeCo as applicable, Amalco will notify Parent Paid of each of the following events at the time set forth below: (a) in the event of any determination by the Board board of Directors directors of ExchangeCo Amalco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Amalco or to effect any other distribution of the assets of ExchangeCo Amalco among its shareholders for the purpose of winding up its affairs, at least 60 35 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, promptly upon the earlier of (i) receipt by ExchangeCo Amalco of notice of of, and ExchangeCo (ii) Amalco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Amalco or to effect any other distribution of the assets of ExchangeCo Amalco among its shareholders for the purpose of winding up its affairs; (c) immediately, immediately upon receipt by ExchangeCo Amalco of a Retraction RequestRequest or a Paid Call Notice; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and; (e) as soon as practicable promptly upon the issuance by ExchangeCo Amalco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and or rights to acquire Exchangeable Shares in exchange for outstanding Common Shares as a result of the Company pursuant to the Share Exchange Agreementan Equivalent Stock Subdivision); and (f) promptly, upon receiving notice of a Change of Law.

Notification of Certain Events. In order to assist Parent BIP to comply with its obligations hereunder and to permit ExchangeCo BIP to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo as applicable, Exchange LP will notify Parent BIP of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchange LP or to effect any other distribution of the assets of ExchangeCo Exchange LP among its shareholders holders for the purpose of winding up its affairs, at least 60 30 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, promptly upon the earlier of (i) receipt by ExchangeCo Exchange LP of notice of of, and ExchangeCo (ii) Exchange LP otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchange LP or to effect any other distribution of the assets of ExchangeCo Exchange LP among its shareholders holders for the purpose of winding up its affairs; (c) immediately, immediately upon receipt by ExchangeCo Exchange LP of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable SharesLP Units, upon in the event of any determination of a Redemption Date in accordance with the Share Unit Provisions; and (e) as soon as practicable promptly upon the issuance by ExchangeCo Exchange LP of any Exchangeable Shares LP Units or rights to acquire Exchangeable Shares LP Units (other than the issuance of Exchangeable Shares and LP Units or rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company LP Units pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent JAG to comply with its obligations hereunder and to permit ExchangeCo to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Righthereunder, ExchangeCo will notify Parent give JAG notice of each of the following events at the time set forth below: (a) immediately, in the event of any determination by the Board of Directors of ExchangeCo to take any action which would require a vote of the holders of Exchangeable Shares for approval; (b) immediately, upon the earlier of (i) receipt by ExchangeCo of notice of, and (ii) ExchangeCo otherwise becoming aware of, any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding-up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request (as defined in the Exchangeable Share Provisions); (d) at least 45 days prior to any Automatic Redemption Date determined by the Board of Directors of ExchangeCo in accordance with clause (b) of the definition of Automatic Redemption Date in the Exchangeable Share Provisions; (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares; and (f) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding winding-up its affairs, at least 60 30 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo of notice of and ExchangeCo otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange Agreement).

Notification of Certain Events. In order to assist Parent to comply Acquiror in compliance with its obligations hereunder and to permit ExchangeCo Callco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo the Corporation will notify Parent Acquiror and Callco of each of the following events at the time times set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo the Corporation to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo the Corporation or to effect any other distribution of the assets of ExchangeCo the Corporation among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo the Corporation of notice of and ExchangeCo the Corporation otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings proceeding with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo the Corporation or to effect any other distribution of the assets of ExchangeCo the Corporation among its shareholders for the purpose of winding up its affairs; (c) immediatelypromptly, upon receipt by ExchangeCo the Corporation of a Retraction Request; (d) on promptly following the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and (e) as soon as practicable promptly upon the issuance by ExchangeCo the Corporation of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Peace Shares of the Company pursuant to the Share Exchange Acquisition Agreement).

Notification of Certain Events. In order to assist Parent to comply with its obligations hereunder and to permit ExchangeCo to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo will notify Parent of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo of notice of and ExchangeCo otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable SharesShareholders, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares common shares of the Company pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent to comply Acquiror in compliance with its obligations hereunder and to permit ExchangeCo Callco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Canco will notify Parent Acquiror and Callco of each of the following events at the time times set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Canco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Canco or to effect any other distribution of the assets of ExchangeCo Canco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Canco of notice of and ExchangeCo Canco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings proceeding with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Canco or to effect any other distribution of the assets of ExchangeCo Canco among its shareholders for the purpose of winding up its affairs; (c) immediatelypromptly, upon receipt by ExchangeCo Canco of a Retraction Request; (d) on promptly following the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and (e) as soon as practicable promptly upon the issuance by ExchangeCo Canco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange AgreementPlan of Arrangement).

Notification of Certain Events. In order to assist Parent BPY to comply with its obligations hereunder and to permit ExchangeCo BPY to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo as applicable, Exchange LP will notify Parent BPY of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchange LP or to effect any other distribution of the assets of ExchangeCo Exchange LP among its shareholders holders for the purpose of winding up its affairs, at least 60 30 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, promptly upon the earlier of (i) receipt by ExchangeCo Exchange LP of notice of of, and ExchangeCo (ii) Exchange LP otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchange LP or to effect any other distribution of the assets of ExchangeCo Exchange LP among its shareholders holders for the purpose of winding up its affairs; (c) immediately, immediately upon receipt by ExchangeCo Exchange LP of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable SharesLP Units, upon in the event of any determination of a Redemption Date in accordance with the Share Unit Provisions; and (e) as soon as practicable promptly upon the issuance by ExchangeCo Exchange LP of any Exchangeable Shares LP Units or rights to acquire Exchangeable Shares LP Units (other than the issuance of Exchangeable Shares and LP Units or rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company LP Units pursuant to the Share Exchange AgreementOffer).

Notification of Certain Events. In order to assist the Parent to comply with its obligations hereunder and to permit the ExchangeCo to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, the ExchangeCo will notify the Parent of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of the ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to the ExchangeCo or to effect any other distribution of the assets of the ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by the ExchangeCo of notice of and the ExchangeCo otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of the ExchangeCo or to effect any other distribution of the assets of the ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by the ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of the Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by the ExchangeCo of any of the Exchangeable Shares or rights to acquire any Exchangeable Shares (other than the issuance of the Exchangeable Shares and rights to acquire the Exchangeable Shares in exchange for the issued and outstanding Common Shares shares of the Company pursuant to the Share Exchange Acquisition Agreement).

Notification of Certain Events. In order to assist Parent AMVESCAP to comply with its obligations hereunder and to permit ExchangeCo Callco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Exchangeco will notify Parent AMVESCAP and Callco of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Exchangeco of notice of and ExchangeCo Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Trimark Common Shares of the Company pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent to comply with its obligations hereunder and to permit ExchangeCo Apta to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Exchangeco will notify Parent Apta, NovaScotiaco and the Agent of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 sixty (60) days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Exchangeco of notice of and ExchangeCo Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange Agreement)Shares.

Notification of Certain Events. In order to assist Parent to comply Duke Energy in compliance with its obligations hereunder and to permit ExchangeCo Callco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Exchangeco will notify Parent Duke Energy and Callco of each of the following events at the time times set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Exchangeco of notice of and ExchangeCo Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings proceeding with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediatelypromptly, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on promptly following the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and (e) as soon as practicable promptly upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Westcoast Common Shares of the Company pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent Pure to comply with its obligations hereunder and to permit ExchangeCo Pure to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Pure Exchangeco will notify Parent Pure of each of the following events at the time set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Pure Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Pure Exchangeco or to effect any other distribution of the assets of ExchangeCo Pure Exchangeco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to before the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Pure Exchangeco of notice of and ExchangeCo Pure Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Pure Exchangeco or to effect any other distribution of the assets of ExchangeCo Pure Exchangeco among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo Pure Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given prior to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (e) as soon as practicable upon the issuance by ExchangeCo Pure Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange Agreement).

Notification of Certain Events. In order to assist Parent to comply Acquirer in compliance with its obligations hereunder and to permit ExchangeCo Callco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Canco will notify Parent Acquirer and Callco of each of the following events at the time times set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Canco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Canco or to effect any other distribution of the assets of ExchangeCo Canco among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Canco of notice of and ExchangeCo or Canco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings proceeding with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Canco or to effect any other distribution of the assets of ExchangeCo Canco among its shareholders for the purpose of winding up its affairs; (c) immediatelypromptly, upon receipt by ExchangeCo Canco of a Retraction Request; (d) on promptly following the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and (e) as soon as practicable promptly upon the issuance by ExchangeCo Canco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange Agreement)Shares.

Notification of Certain Events. In order to assist Parent to comply Acquiror in compliance with its obligations hereunder and to permit ExchangeCo Callco to exercise the Liquidation Call Right, the Retraction Call Right, the Redemption Call Right and the Redemption Change of Law Call RightRight (if Acquiror causes Callco to exercise such right) within the applicable time periods, ExchangeCo Exchangeco will notify Parent Acquiror and Callco of each of the following events at the time times set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo Exchangeco to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding winding-up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo Exchangeco of notice of and ExchangeCo Exchangeco otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings proceeding with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding winding-up its affairs; (c) immediatelypromptly, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Sharespromptly, upon following the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and; (e) as soon as practicable promptly, upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding NuLoch Common Shares of the Company pursuant to the Share Exchange AgreementArrangement); and (f) promptly, upon receiving notice of a Change of Law.

Notification of Certain Events. In order to assist Parent Redback to comply with its obligations hereunder and to permit ExchangeCo Newco to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo Exchangeco will notify Parent Redback and Newco of each of the following events at the time times set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of (i) receipt by ExchangeCo Exchangeco of notice of and ExchangeCo (ii) Exchangeco otherwise becoming aware of of, any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo Exchangeco or to effect any other distribution of the assets of ExchangeCo Exchangeco among its shareholders for the purpose of winding up its affairs; (cb) immediately, upon receipt by ExchangeCo Exchangeco of a Retraction Request; (dc) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Share Provisions; and (ed) as soon as practicable upon the issuance by ExchangeCo Exchangeco of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares shares of the Company any class of Abatis pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent to comply FCE in compliance with its obligations hereunder and to permit ExchangeCo FCE to exercise the Liquidation Call Right, the Retraction Call Right and the Redemption Call Right, ExchangeCo will notify Parent FCE and Callco of each of the following events at the time times set forth below: (a) in the event of any determination by the Board of Directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, upon the earlier of receipt by ExchangeCo of notice of and ExchangeCo otherwise becoming aware of any threatened or instituted claim, suit, petition or other proceedings proceeding with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediatelypromptly, upon receipt by ExchangeCo of a Retraction Request; (d) on promptly following the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and (e) as soon as practicable promptly upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares common shares of the Company Global pursuant to the Share Exchange AgreementArrangement).

Notification of Certain Events. In order to assist Parent D-Wave Quantum to comply with its obligations hereunder and to permit ExchangeCo D-Wave Quantum or CallCo to exercise exercise, as the case may be, the Liquidation Call Right, the Retraction Call Right, the Change of Law Call Right and or the Redemption Call Right, as applicable, ExchangeCo will shall notify Parent D-Wave Quantum and CallCo of each of the following events at the time set forth below: (a) in the event of any determination by the Board board of Directors directors of ExchangeCo to institute voluntary liquidation, dissolution or winding-up proceedings with respect to ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, at least 60 days prior to the proposed effective date of such liquidation, dissolution, winding-up or other distribution; (b) promptly, promptly upon the earlier of (i) receipt by ExchangeCo of notice of of, and (ii) ExchangeCo otherwise becoming aware of of, any threatened or instituted claim, suit, petition or other proceedings with respect to the involuntary liquidation, dissolution or winding-up of ExchangeCo or to effect any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs; (c) immediately, upon receipt by ExchangeCo of a Retraction Request; (d) on the same date on which notice of redemption is given to holders of Exchangeable Shares, upon the determination of a Redemption Date in accordance with the Exchangeable Share Provisions; and; (e) as soon as practicable upon the issuance by ExchangeCo of any Exchangeable Shares or rights to acquire Exchangeable Shares (other than the issuance of Exchangeable Shares and rights to acquire Exchangeable Shares in exchange for outstanding Common Shares of the Company pursuant to the Share Exchange AgreementArrangement); and (f) promptly, upon receiving notice of a Change of Law.