Common use of PAYMENTS AND SHARE ISSUANCES Clause in Contracts

PAYMENTS AND SHARE ISSUANCES. The Optionor acknowledges that any issuance of common shares under this Agreement shall be subject to the approval of the TSX Venture Exchange and that the Optionee shall not therefor be considered in default with respect to such payment while actively pursuing such approval, but in any event, such common shares must be issued within sixty (60) days after the due date. The Optionor acknowledges that a hold period may be required pursuant to applicable securities laws. In the event of a capital reorganization, reclassification, subdivision or consolidation of the capital stock of the Company, or the merger, amalgamation, or other corporate combination of the Company with, or the sale of all or substantially all of its assets to, one or more other entities, or of any other events in which new securities of any nature are delivered in exchange for common shares of the Optionee (collectively or individually a "Fundamental Change") prior to the common share issuances pursuant to paragraph 3 hereof, then at the time the common shares would have been issued pursuant to this Agreement and in lieu of issuing the common shares which, but for such Fundamental Change and this provision would have been issued pursuant to this Agreement, the Optionee or its successor shall instead issue and deliver to the Optionor that number and class of shares and/or other securities and property that would have been issued and delivered as a result of the Fundamental Change in exchange for the common shares which the Optionee is obligated to pay, if such issuance had occurred prior to the occurrence of the Fundamental Change. The adjustments so provided for herein are cumulative.

PAYMENTS AND SHARE ISSUANCES. The Optionor acknowledges that any issuance of common shares under this Agreement shall be subject to the approval of the TSX Venture Exchange and that the Optionee shall not therefor therefore be considered in default with respect to such payment while actively pursuing such approval, but in any event, such common shares must be issued within sixty (60) days after the due date. The Optionor acknowledges that a hold period may be required pursuant to applicable securities laws. In the event of a capital reorganization, reclassification, subdivision or consolidation of the capital stock of the Company, or the merger, amalgamation, or other corporate combination of the Company with, or the sale of all or substantially all of its assets to, one or more other entities, or of any other events in which new securities of any nature are delivered in exchange for common shares of the Optionee (collectively or individually a "Fundamental Change") prior to the common share issuances pursuant to paragraph 3 hereof, then at the time the common shares would have been issued pursuant to this Agreement and in lieu of issuing the common shares which, but for such Fundamental Change and this provision would have been issued pursuant to this Agreement, the Optionee or its successor shall instead issue and deliver to the Optionor that number and class of shares and/or other securities and property that would have been issued and delivered as a result of the Fundamental Change in exchange for the common shares which the Optionee is obligated to pay, if such issuance had occurred prior to the occurrence of the Fundamental Change. The adjustments so provided for herein are cumulative.