Common use of Powers Exercisable by Extraordinary Resolution Clause in Contracts

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(29.2(b) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s 's prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof), to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In (1) Subject to applicable law and the rules and regulations of any stock exchange having jurisdiction, in addition to all other the powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Holders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution: (a) with the consent of the Corporation, such consent not to agree be unreasonably withheld, to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Holders and/or the Warrant Agent in its capacity as warrant agent hereunder (subject to with the prior written approval of the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, or against its property, whether such rights arise under this Indenture Agreement or the Warrant Certificates or otherwise; (b) to amend, alter assent to any modification of or repeal any Extraordinary Resolution previously passed change in or sanctioned addition to or omission from the provisions contained in this Agreement or in the Warrant Certificates which must be agreed to by the Registered WarrantholdersCorporation and the Warrant Agent and to authorize the Warrant Agent to concur in and execute any Agreement supplemental hereto embodying any such modification, change, addition or omission; (c) to direct or to authorize the Warrant AgentAgent to exercise any power, subject right, remedy or authority given to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in it by this Indenture or to enforce any of the rights of the Registered Warrantholders Agreement in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (d) to waive, waive and to direct the Warrant Agent to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture hereunder either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder Holder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing any of the covenants on the part of the Corporation contained in this Indenture Agreement or to enforce the Warrant Certificates, or for the execution of any of the rights of the Registered Warrantholderspower hereunder; (f) to direct any Registered Warrantholder Holder who, as such, has brought any suitaction, action suit or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Holder in connection therewith; (g) to assent to amend, alter or repeal any change in Extraordinary Resolution previously passed or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to sanctioned by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission;Holders; and (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Company to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably's approval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter modify or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission;; and (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other the powers conferred upon them by any other provisions of this Indenture the Debenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Holders shall have the power following powers exercisable from time to time by Extraordinary Resolution: (a) power to agree to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Holders against the Corporation or against its property, whether such rights arise under this Indenture the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) power to assent to any modification of or change in or addition to or omission from or amendment of the provisions contained in this Indenture or any ancillary or supplemental instrument the Debenture which may shall be agreed to by the Corporation, Corporation and to authorize the Warrant Agent Corporation to concur in and execute any ancillary indenture supplemental hereto embodying any modification, change, addition, omission or supplemental indenture embodying the change or omissionamendment; (hc) with power to sanction any scheme for the consent reconstruction, reorganization or arrangement of the CorporationCorporation or for the consolidation, such consent not to be unreasonably withheld, to remove the Warrant Agent amalgamation or its successor in office and to appoint a new warrant agent or warrant agents to take the place merger of the Warrant Agent so removed; andCorporation with any other corporation or for the sale, leasing, transfer or other disposition of the undertaking, property and assets of the Corporation or any part thereof; (id) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; (e) power to sanction the exchange of the Debentures for or the conversion thereof into shares, bonds, debentures or other securities or obligations of the Corporation or of any company formed or to be formed; (f) power, authorize the Corporation to grant extensions of time for payment of Interest on any of the Debentures whether or not the Interest, the payment with respect to which is extended, is at the time due or overdue; (g) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Holders; and (h) power to waive any Event of Default which remains uncured and continuing at the time of the meeting.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shallshall have the power, subject to the provisions of Section 7.11TSX’s approval, have the power exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter modify or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity to its satisfaction) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution, subject to applicable law and any regulatory approval: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or (with the consent of the Warrant Agent, such consent not to be unreasonably withheld) the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company whether such rights arise under this Indenture Indenture, the Warrant Certificate or otherwise, provided that following such action the rights of the Warrantholders or any individual Warrantholder shall not exceed the rights of the Warrantholders hereunder, or otherwise result in an increase of the obligations and liabilities of the Company hereunder; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereofits prior indemnification pursuant to subsection 11.1(2), to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered WarrantholdersWarrantholders as set out in this Indenture; (f) to assent to a compromise or arrangement with a creditor or creditors or a class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Company; (g) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission;; and (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new successor warrant agent or warrant agents to take in the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporationmanner specified in Section 11.7 hereof.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (ai) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s 's prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (bii) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (ciii) to direct or to authorize the Warrant Agent, subject to Section 9.2(29.2(b) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (div) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (ev) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (fvi) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (gvii) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (hviii) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (iix) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In Subject to any required stock exchange approval, in addition to all other powers conferred upon on them by any the other provisions of this Indenture Agreement or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution:Resolution (as defined below): (ai) to agree to approve or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights Warrantholders or, with the reasonable consent of Registered Warrantholders or the Warrant Agent, of the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise right arises under this Indenture Agreement or otherwise, which may be agreed to by the Company, and to authorize the Warrant Agent to concur in and execute any agreement supplemental hereto in connection therewith; (bii) to amend, alter or repeal any Extraordinary Resolution (as defined below) previously passed or sanctioned by the Registered Warrantholderspassed; (ciii) subject to direct or arrangements as to authorize financing and indemnity satisfactory to the Warrant Agent, subject to Section 9.2(2) hereof, direct or authorize the Warrant Agent to enforce any obligation of the covenants on the part of the Corporation contained in Company under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders in any manner specified in such the Extraordinary Resolution (as defined below); (iv) to direct or authorize the Warrant Agent to refrain from enforcing any such covenant obligation or rightright referred to in clause (c) of this Section 7.6; (dv) to waivewaive and direct the Warrant Agent to waive any default by the Company in complying with any provision of this Agreement, either unconditionally or on any condition specified in the Extraordinary Resolution (as defined below); (vi) to appoint a committee with power and authority to exercise, and to direct the Warrant Agent to waiveexercise, any default on the part behalf of the Corporation in complying with any provisions Warrantholders, such of this Indenture either unconditionally or upon any conditions specified in such the powers of the Warrantholders as are exercisable by Extraordinary ResolutionResolution (as defined below); (evii) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any obligation of the covenants on the part of the Corporation in Company under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders; (fviii) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder him, her or it in connection therewith; (gix) to assent to approve any change in or omission from the provisions contained in the Warrant Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (ix) to assent to approve any compromise or arrangement made by the Company with any creditor all or substantially all of its creditors or any class or classes of creditors, whether secured or otherwise, and with all or substantially all of the holders of any shares or other securities of the CorporationCompany; and (xi) from time to time and at any time to remove the Warrant Agent and appoint a successor Warrant Agent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(29.2(b) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. (a) In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution:Resolution (subject, in the case of subsections (i), (ii), (iii), (iv), (vi), (xiii), (xiii) and (xiv), to applicable securities laws and regulatory requirements including the prior approval of the TSX-V, if required): (ai) power to agree authorize the Trustee to grant extensions of time for payment of any the principal and/or the interest on the Debentures, whether or not the principal and/or the interest, the payment of which is extended, is at the time due or overdue; (ii) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in its capacity as warrant agent hereunder Trustee (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf consent of the Registered Warrantholders Trustee, such consent not to be unreasonably withheld) against the Corporation Company, or against its property, whether such rights arise under this Indenture or the Debentures or otherwise; (biii) power to amend, alter assent to any modification of or repeal any Extraordinary Resolution previously passed change in or sanctioned by addition to or omission from the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or any Debenture which shall be agreed to enforce by the Company and to authorize the Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or omission; (iv) power to sanction any scheme for the reconstruction, reorganization or recapitalization of the rights Company or for the consolidation, amalgamation, arrangement, combination or merger of the Registered Warrantholders Company with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Company or any part thereof; (v) power to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (dvi) power to waive, and to direct the Warrant Agent Trustee to waive, any default on hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Trustee pursuant to Section 8.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (evii) power, subject to Section 8.5, to restrain any Registered Warrantholder Debentureholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal and/or the interest on the Debentures, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fviii) power to direct any Registered Warrantholder Debentureholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 8.5, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debentureholder in connection therewith; (gix) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany; (x) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of Persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings and the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; (xi) power to remove the Trustee from office and to appoint a new Trustee or Trustees provided that no such removal shall be effective unless and until a new Trustee or Trustees shall have become bound by this Indenture; (xii) power to sanction the exchange of the Debentures for or the conversion thereof into shares, bonds, debentures or other securities or obligations of the Company or of any other Person formed or to be formed; (xiii) power to authorize the distribution in specie of any shares or securities received pursuant to a transaction authorized under the provisions of subsection 10.11(a)(xii); and (xiv) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Debentureholders or by any committee appointed pursuant to clause 10.11(a)(x).

Powers Exercisable by Extraordinary Resolution. In Subject to applicable law and the rules and regulations of any stock exchange having jurisdiction, in addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders Holders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution: (a1) to agree to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Holders and/or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, or against its property, whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b2) to amend, alter assent to any modification of or repeal any Extraordinary Resolution previously passed change in or sanctioned by addition to or omission from the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or in the Warrant Certificates which must be agreed to enforce by the Corporation and to authorize the Warrant Agent to concur in and execute any indenture supplemental hereto embodying any such modification, change, addition or omission; (3) to sanction any scheme for the reconstruction or reorganization of the rights Corporation or for the consolidation, amalgamation or merger of the Registered Warrantholders Corporation with any other corporation or for the sale, leasing, transfer or other disposition of the undertaking, property and assets of the Corporation or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if section 8.1 has been complied with; (4) to direct or authorize the Warrant Agent to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (d5) to waive, waive and to direct the Warrant Agent to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture hereunder either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (e6) to restrain any Registered Warrantholder Holder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing any of the covenants on the part of the Corporation contained in this Indenture or to enforce the Warrant Certificates, or for the execution of any of the rights of the Registered Warrantholderspower hereunder; (f7) to direct any Registered Warrantholder Holder who, as such, has brought any suitaction, action suit or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Holder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) 8) to assent to amend, alter or repeal any compromise Extraordinary Resolution previously passed or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of sanctioned by the CorporationHolders.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwiseotherwise that adversely affects the interest of the Registered Warrantholders; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (ai) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (bii) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (ciii) to direct or to authorize the Warrant Agent, subject to Section 9.2(29.2(a) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (div) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (ev) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (fvi) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (gvii) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (hviii) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (iix) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or or, subject to the Warrant Agent consent of the Trustee, the Trustee in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Trustee to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent Trustee to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Warrant Certificates and this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent Trustee to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent Trustee or its successor in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Warrant Agent Trustee so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, 9.11 have the power power, exercisable from time to time by Extraordinary Resolution, subject to any required regulatory approval: (a) to agree agree, on behalf of and binding on all Warrantholders, to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or (with the consent of the Warrant Agent, such consent not to be unreasonably withheld) the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise under this Indenture Indenture, the Warrant Certificate or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereofits prior indemnification pursuant to subsection 11.1(b), to enforce against the Corporation any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any a creditor or creditors or any a class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; (h) except as otherwise permitted hereunder (including as permitted under Section 10.1), amend this Indenture or the Warrant Certificates; and (i) to remove the Warrant Agent and to appoint a successor warrant agent in the manner specified in Section 11.7 hereof.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(29.2(c) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Receiptholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, subject to all applicable regulatory and exchange approvals and approvals required under the Subscription Agreements, exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Subscription Receipt Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon on any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, Corporation (such consent not to be unreasonably withheld), to remove the Warrant Subscription Receipt Agent or its successor in office and to appoint a new warrant agent or warrant agents Subscription Receipt Agent to take the place of the Warrant Subscription Receipt Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Common Shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Company to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders;; and (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Receiptholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, subject to all applicable regulatory and exchange approvals, exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Subscription Receipt Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission, provided that such modification, change or omission will not prejudice the rights of the Receiptholders or the Subscription Receipt Agent; (h) with the consent of the Corporation, Corporation (such consent not to be unreasonably withheld), to remove the Warrant Subscription Receipt Agent or its successor in office and to appoint a new warrant agent or warrant agents Subscription Receipt Agent to take the place of the Warrant Subscription Receipt Agent so removed; and; (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Common Shares or other securities of the Corporation; and (j) to assent to any modification of the Articles of the Corporation in circumstances where, had the Common Shares then been outstanding, an Extraordinary Resolution of the holders of Common Shares would have been required.

Powers Exercisable by Extraordinary Resolution. In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution, subject in the case of the matters in paragraphs (a), (b), (c), (d) and (1) to receipt of the prior approval of any exchange on which the Debentures are then listed: (a) power to agree authorize the Trustee to grant extensions of time for payment of any principal, premium or interest on the Debentures, whether or not the principal, premium, or interest, the payment of which is extended, is at the time due or overdue; (b) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Trustee against the Corporation Corporation, or against its property, whether such rights arise under this Indenture or the Debentures or the Security Documents or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) power to assent to any modification of or change in or addition to or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument Debenture which may shall be agreed to by the CorporationCorporation and consented to by the Trustee, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent relying on an opinion of the CorporationCounsel, such consent not to be unreasonably withheld, to remove authorize the Warrant Agent Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or its successor in office omission, and to appoint a new warrant agent consent to the assignment by the Corporation of its rights or warrant agents obligations pursuant to take any Security Document; (d) power to sanction any scheme for the place reconstruction, reorganization or recapitalization of the Warrant Agent so removed; and (i) to assent to any compromise Corporation or arrangement for the consolidation, amalgamation, arrangement, combination or merger of the Corporation with any creditor other Person or creditors for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Corporation or any class or classes of creditorspart thereof, whether secured or otherwise, and with holders provided that no such sanction shall be necessary in respect of any shares or other securities such transaction if the provisions of the Corporation.Section 10.1 shall have been complied with;

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) : to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s 's prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) ; to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) ; to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof9.2(b), to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) ; to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) ; to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) ; to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) ; to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) ; with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) and to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Receiptholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, subject to all applicable regulatory and exchange approvals, exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Subscription Receipt Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon on any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, Corporation (such consent not to be unreasonably withheld), to remove the Warrant Subscription Receipt Agent or its successor in office and to appoint a new warrant agent or warrant agents Subscription Receipt Agent to take the place of the Warrant Subscription Receipt Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Common Shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) 7.10.1 to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) 7.10.2 to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) 7.10.3 to direct or to authorize the Warrant Agent, subject to Section 9.2(2) 9.1.2 hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) 7.10.4 to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) 7.10.5 to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) 7.10.6 to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) 7.10.7 to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) 7.10.8 with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) 7.10.9 to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Company to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter modify or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. (1) In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution:Resolution (subject in the case of the matters in paragraphs (a)– (d) and (l) to the prior approval of the Recognized Stock Exchange on which the Common Shares are listed for trading): (a) power to agree authorize the Trustee to grant extensions of time for payment of any principal, premium or interest on the Debentures, whether or not the principal, premium, or interest, the payment of which is extended, is at the time due or overdue; (b) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in Trustee (with its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company, or against its property, whether such rights arise under this Indenture or the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) power to direct assent to any modification of or change in or addition to authorize or omission from the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or any Debenture which shall be agreed to enforce by the Company and to authorize the Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or omission; (d) power to sanction any scheme for the reconstruction, reorganization or recapitalization of the rights Company or for the consolidation, amalgamation, arrangement, combination or merger of the Registered Warrantholders Company with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Company or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of Section 9.1 shall have been complied with; (e) power to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (df) power to waive, and to direct the Warrant Agent Trustee to waive, any default on hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Trustee pursuant to Section 7.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) power to restrain any Registered Warrantholder Debentureholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal, premium or interest on the Debentures, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fh) power to direct any Registered Warrantholder Debentureholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 7.5, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debentureholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany; (j) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings and the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; (k) power to remove the Trustee from office and to appoint a new Trustee or Trustees provided that no such removal shall be effective unless and until a new Trustee or Trustees shall have become bound by this Indenture; (l) power to sanction the exchange of the Debentures for or the conversion thereof into shares, bonds, debentures or other securities or obligations of the Company or of any other Person formed or to be formed; (m) power to authorize the distribution in specie of any shares or securities received pursuant to a transaction authorized under the provisions of Section 10.11(1); and (n) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Debentureholders or by any committee appointed pursuant to Section 10.11(1)(j). (2) Notwithstanding the foregoing provisions of this Section 10.11 none of such provisions shall in any manner allow or permit any amendment, modification, abrogation or addition to the provisions of Article 4 which could reasonably be expected to detrimentally affect the rights, remedies or recourse of the priority of the Secured Creditors.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.117.11 and any requisite approval of the Exchange, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s 's prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. ‌ In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(29.2(b) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a1) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b2) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c3) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d4) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e5) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f6) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g7) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) 8) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i9) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Company to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture indenture or the Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders;; and (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon on them by any the other provisions of this Indenture Agreement or by law, the Registered Warrantholders Subscription Receiptholders at a meeting shall, subject to the provisions of Section 7.11, will have the power power, exercisable from time to time by Extraordinary Resolution: (a1) to agree assent to or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights Subscription Receiptholders or, with the consent of Registered Warrantholders or the Warrant Subscription Receipt Agent (such consent not to be unreasonably withheld), of the Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Subscription Receiptholders against the Corporation Corporation, whether such rights arise right arises under this Indenture Agreement or otherwise, which shall be agreed to by the Corporation, and to authorize the Subscription Receipt Agent to concur in and execute any amendment or indenture supplemental hereto in connection therewith; (b2) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholderspassed; (c3) subject to arrangements as to financing and indemnity satisfactory to the Subscription Receipt Agent, to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part obligation of the Corporation contained in under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders Subscription Receiptholders in any manner specified in such the Extraordinary Resolution Resolution; (4) to direct or authorize the Subscription Receipt Agent to refrain from enforcing any such covenant obligation or rightright referred to in Section 9.11(3) hereof; (d5) to waive, waive and to direct the Warrant Subscription Receipt Agent to waive, waive any default on the part of by the Corporation in complying with any provisions provision of this Indenture Agreement, either unconditionally or upon on any conditions condition specified in such the Extraordinary Resolution; (e6) to appoint a committee with power and authority to exercise, and to direct the Subscription Receipt Agent to exercise, on behalf of the Subscription Receiptholders, such of the powers of the Subscription Receiptholders as are exercisable by Extraordinary Resolution; (7) to restrain any Registered Warrantholder Subscription Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part obligation of the Corporation in under this Indenture Agreement or to enforce any right of the rights of the Registered WarrantholdersSubscription Receiptholders; (f) 8) to direct any Registered Warrantholder Subscription Receiptholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder it in connection therewith; (g9) to assent to any change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any amendment or ancillary or supplemental instrument which may be agreed to by the CorporationCorporation or, with the consent of the Subscription Receipt Agent, such consent not to be unreasonably withheld, concerning any such right of the Subscription Receipt Agent, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any amendment or ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i10) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; or (11) from time to time and at any time to remove the Subscription Receipt Agent and appoint a successor Subscription Receipt Agent.

Powers Exercisable by Extraordinary Resolution. ‌ In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a1) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company whether such rights arise under this Indenture or otherwise; (b2) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c3) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof), to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d4) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e5) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f6) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g7) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) 8) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i9) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. In Subject to applicable law, in addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders Holders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Holders or the Warrant Rights Agent in against Pan American, or against its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consentproperty, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or the Rights Certificates or otherwise; (b) to assent to any modification of or change in or addition to or omission from the provisions contained in this Indenture or in the Rights Certificates which must be agreed to by Pan American and to authorize the Rights Agent to concur in and execute any indenture supplemental hereto embodying any such modification, change, addition or omission; (c) to sanction any scheme for the reconstruction or reorganization of Pan American or for the consolidation, amalgamation or merger of Pan American with any other entity or for the sale, leasing, transfer or other disposition of the undertaking, property and assets of Pan American or any part thereof; (d) to direct or authorize the Rights Agent to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from exercising any such power, right, remedy or authority; (e) to waive and direct the Rights Agent to waive any Event of Default hereunder either unconditionally or upon any condition specified in such Extraordinary Resolution; (f) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith;Holders; and (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Rights Agent or its successor in office and to appoint a new warrant successor agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporationtrustee.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof), to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents Agent to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution and the Warrant Agent shall act in respect of such matters only after receiving approval of such Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s 's prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; provided that, for greater certainty, no rights or obligations of the Corporation under this Indenture or the Warrants will be adversely affected without the Corporation's consent, acting reasonably; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2Subsection 9.2(b) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon on them by any the other provisions of this Indenture Agreement, by the Warrants or by lawapplicable Law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, will have the power power, exercisable from time to time by Extraordinary Resolution: (a) subject to agree the agreement of the Corporation, to assent to or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights of Registered Warrantholders or of the Warrant Agent in its capacity as warrant agent hereunder (trustee hereunder, subject to the Warrant Agent’s prior consentapproval, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise right arises under this Indenture Agreement or otherwiseotherwise and to authorize the Agent to concur in and execute any agreement supplemental hereto in connection therewith; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholderspassed; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Agent to enforce any of the covenants on the part obligation of the Corporation contained in under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders in any manner specified in such the Extraordinary Resolution or to refrain from enforcing any such covenant or rightResolution; (d) to waive, refrain from enforcing any obligation or right referred to in Section 8.11(c); (e) to waive and to direct the Warrant Agent to waive, waive any default on the part of by the Corporation in complying with any provisions provision of this Indenture Agreement, either unconditionally or upon on any conditions condition specified in such the Extraordinary Resolution; (ef) to appoint a committee with power and authority to exercise, and to direct the Agent to exercise, on behalf of the Warrantholders, such of the powers of the Warrantholders as are exercisable by Extraordinary Resolution; (g) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part obligation of the Corporation in under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders; (fh) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (gi) from time to assent to time and at any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, time to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removedsuccessor; and (ij) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Company to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with the holders of any shares or other securities of the CorporationCompany, wherever such assent may be required; and (h) from time to time and at any time to remove the Warrant Agent and appoint a successor Warrant Agent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.117.11 and prior written approval of the American Stock Exchange (or such other stock exchange on which the Common Shares may be listed for trading), have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or or, subject to the Warrant Agent consent of the Trustee, the Trustee in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Trustee to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent Trustee to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Warrant Certificates and this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent Trustee to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent Trustee or its successor in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Warrant Agent Trustee so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; provided that, for greater certainty, no rights or obligations of the Corporation under this Indenture or the Warrants will be adversely affected without the Corporation’s consent; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Special Warrantholders at a the meeting shallwill, subject to the provisions of Section 7.11, have the power power, exercisable from time to time by Extraordinary Resolution:extraordinary resolution (as defined in Section 7.11): (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Special Warrantholders or the Special Warrant Agent in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Special Warrantholders against the Corporation whether such rights arise under this Indenture or the Special Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Special Warrantholders; (c) to direct or to authorize the Special Warrant Agent, subject to Section 9.2(29.2(b) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Special Warrant Certificates or to enforce any of the rights of the Registered Special Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Special Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Special Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Special Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture or the Special Warrant Certificates or to enforce any of the rights of the Registered Special Warrantholders; (f) to direct any Registered Special Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Special Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Special Warrant Certificates or this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Special Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Special Warrant Agent or its successor successors in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Special Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Special Warrantholders at a the meeting shallwill, subject to the provisions of Section 7.11, have the power power, exercisable from time to time by Extraordinary Resolution:extraordinary resolution (as defined in Section 7.11): (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Special Warrantholders or the Special Warrant Agent in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Special Warrantholders against the Corporation Company whether such rights arise under this Indenture or the Special Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Special Warrantholders; (c) to direct or to authorize the Special Warrant Agent, subject to Section 9.2(29.2(b) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Special Warrant Certificates or to enforce any of the rights of the Registered Special Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Special Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Special Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Special Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Special Warrant Certificates or to enforce any of the rights of the Registered Special Warrantholders; (f) to direct any Registered Special Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Special Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Special Warrant Certificates or this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Special Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Special Warrant Agent or its successor successors in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Special Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by applicable law, the Registered Warrantholders Warrant holders at a meeting shall, subject to the provisions of Section 7.115.11 and Section 5.15 and subject to exchange approval, have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution to: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of adverse to the rights of Registered Warrantholders Warrant holders or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Warrant holders against the Corporation Company whether such rights arise under this Indenture Agreement or the Global Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered WarrantholdersWarrant holders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Agent to enforce any of the covenants on the part of the Corporation Company contained in this Indenture Agreement or the Global Warrant Certificates or to enforce any of the rights of the Registered Warrantholders Warrant holders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture Agreement or the Global Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder Holder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company in this Indenture Agreement or the Global Warrant Certificates or to enforce any of the rights of the Registered WarrantholdersWarrant holders; (f) to direct any Registered Warrantholder Warrant holder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Warrant holder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Global Warrant Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent Warrant Agent or warrant agents Warrant Agents to take the place of the Warrant Agent so removed, all with the consent of the Company, such consent not to be unreasonably withheld; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Special Warrantholders at a meeting shall, subject to the provisions of Section 7.11, Special Warrantholders shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Corporation to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Special Warrantholders or and/or the Special Warrant Agent in its capacity as special warrant agent hereunder (subject to the Special Warrant Agent’s 's prior consent, acting reasonably) written consent or on behalf of the Registered Special Warrantholders against the Corporation whether such rights arise under this Indenture or the Special Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Special Warrantholders; (c) to direct or to authorize the Special Warrant Agent, Agent subject to Section 9.2(2) hereof, receipt of funding and indemnity to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Special Warrants or to enforce any of the rights of the Registered Special Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to waive and/or direct the Special Warrant Agent to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture or the Special Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Special Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture or the Special Warrants or to enforce any of the rights of the Registered Special Warrantholders; (f) to direct any Registered Special Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Special Warrantholder in connection therewith;; and (g) to assent to any change in or omission from remove the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Special Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new successor special warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporationagent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders holders at a meeting shall, subject to the provisions of Section 7.118.11, have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders holders or the Warrant Subscription Receipt Agent (in its capacity as warrant agent hereunder (the case of the rights of the Subscription Receipt Agent, subject to the Warrant prior consent of the Subscription Receipt Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders holders against the Corporation Company whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholdersholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part of the Corporation Company contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders holders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right;: (d) to waive, and to direct the Warrant Subscription Receipt Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder Subscription Receiptholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholdersholders; (f) to direct any Registered Warrantholder Subscription Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Subscription Receiptholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Subscription Receipt Agent or its successor in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Warrant Subscription Receipt Agent so removed; and; (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany; and (j) in the event that the Automatic Release Event has not occurred on or prior to the Automatic Escrow Release Deadline, to extend the Automatic Escrow Release Deadline.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or including but not limited to the extension of the Expiry Date or, subject to the consent of the Warrant Agent (not to be unreasonably withheld), the Warrant Agent in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Warrant Certificates and this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent Corporation (not to be unreasonably withheld), to remove the Warrant Agent or its successor in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In Subject to any required stock exchange approval, in addition to all other powers conferred upon on them by any the other provisions of this Indenture Agreement or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution:Resolution (as defined below): (ai) to agree to approve or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights Warrantholders or, with the reasonable consent of Registered Warrantholders or the Warrant Agent, of the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise right arises under this Indenture Agreement or otherwise, which may be agreed to by the Company, and to authorize the Warrant Agent to concur in and execute any agreement supplemental hereto in connection therewith; (bii) to amend, alter or repeal any Extraordinary Resolution (as defined below) previously passed or sanctioned by the Registered Warrantholderspassed; (ciii) subject to direct or arrangements as to authorize financing and indemnity satisfactory to the Warrant Agent, subject to Section 9.2(2) hereof, direct or authorize the Warrant Agent to enforce any obligation of the covenants on the part of the Corporation contained in Company under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders in any manner specified in such the Extraordinary Resolution (as defined below); (iv) to direct or authorize the Warrant Agent to refrain from enforcing any such covenant obligation or rightright referred to in clause (c) of this Section 7.6; (dv) to waivewaive and direct the Warrant Agent to waive any default by the Company in complying with any provision of this Agreement, either unconditionally or on any condition specified in the Extraordinary Resolution (as defined below); (vi) to appoint a committee with power and authority to exercise, and to direct the Warrant Agent to waiveexercise, any default on the part behalf of the Corporation in complying with any provisions Warrantholders, such of this Indenture either unconditionally or upon any conditions specified in such the powers of the Warrantholders as are exercisable by Extraordinary ResolutionResolution (as defined below); (evii) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any obligation of the covenants on the part of the Corporation in Company under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders; (fviii) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder him, her or it in connection therewith; (gix) to assent to approve any change in or omission from the provisions contained in the Warrant Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (ix) to assent to approve any compromise or arrangement made by the Company with any creditor all or substantially all of its creditors or any class or classes of creditors, whether secured or otherwise, and with all or substantially all of the holders of any shares or other securities of the CorporationCompany; and (xi) with the consent of the Company, not to be unreasonably withheld, from time to time and at any time to remove the Warrant Agent and appoint a successor Warrant Agent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. (1) In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution:Resolution (subject in the case of the matters in paragraphs (a)– (d) and (l) to the prior approval of the TSX (or such other recognized stock exchange on which the Common Shares are listed for trading)): (a) power to agree authorize the Trustee to grant extensions of time for payment of any principal, premium or interest on the Debentures, whether or not the principal, premium, or interest, the payment of which is extended, is at the time due or overdue; (b) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in Trustee (with its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, or against its property, whether such rights arise under this Indenture or the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) power to direct assent to any modification of or change in or addition to authorize or omission from the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or any Debenture which shall be agreed to enforce by the Corporation and to authorize the Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or omission; (d) power to sanction any scheme for the reconstruction, reorganization or recapitalization of the rights Corporation or for the consolidation, amalgamation, arrangement, combination or merger of the Registered Warrantholders Corporation with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Corporation or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of Section 10.1 shall have been complied with; (e) power to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (df) power to waive, and to direct the Warrant Agent Trustee to waive, any default on hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Trustee pursuant to Section 8.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) power to restrain any Registered Warrantholder Debentureholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal, premium or interest on the Debentures, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fh) power to direct any Registered Warrantholder Debentureholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 8.5, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debentureholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; (j) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings and the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; (k) power to remove the Trustee from office and to appoint a new Trustee or Trustees provided that no such removal shall be effective unless and until a new Trustee or Trustees shall have become bound by this Indenture; (l) power to sanction the exchange of the Debentures for or the conversion thereof into shares, bonds, debentures or other securities or obligations of the Corporation or of any other Person formed or to be formed; (m) power to authorize the distribution in specie of any shares or securities received pursuant to a transaction authorized under the provisions of subsection 12.11(1); and (n) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Debentureholders or by any committee appointed pursuant to clause 12.11(1)(j). (2) Notwithstanding the foregoing provisions of this Section 12.11 none of such provisions shall in any manner allow or permit any amendment, modification, abrogation or addition to the provisions of Article 5 which could reasonably be expected to detrimentally affect the rights, remedies or recourse of the priority of the Secured Creditors.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree with the Corporation to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent (subject to consent of the Warrant Agent) in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) upon the Warrant Agent being furnished with an indemnity as it may in its discretion determine, to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, waive and to direct the Warrant Agent to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent direct or authorize the Warrant Agent subject to receipt of adequate funding and indemnity to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (h) to agree with the Corporation to any change in or omission from the provisions contained in the Warrants and this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (hi) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (ij) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with the holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon on them by any the other provisions of this Indenture Agreement or by law, the Registered Warrantholders Subscription Receiptholders at a meeting shall, subject to the provisions of Section 7.11, will have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree assent to or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights Subscription Receiptholders or, with the consent of Registered Warrantholders or the Warrant Subscription Receipt Agent (such consent not to be unreasonably withheld), of the Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Subscription Receiptholders against the Corporation Company, whether such rights arise right arises under this Indenture Agreement or otherwise, which shall be agreed to by the Company, and to authorize the Subscription Receipt Agent to concur in and execute any amendment or indenture supplemental hereto in connection therewith; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholderspassed; (c) subject to arrangements as to financing and indemnity satisfactory to the Subscription Receipt Agent, to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any obligation of the covenants on the part of the Corporation contained in Company under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders Subscription Receiptholders in any manner specified in such the Extraordinary Resolution or to refrain from enforcing any such covenant or rightResolution; (d) to waive, and to direct or authorize the Warrant Subscription Receipt Agent to waive, refrain from enforcing any default on the part of the Corporation obligation or right referred to in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary ResolutionSection 10.11(c); (e) to waive and direct the Subscription Receipt Agent to waive any default by the Company in complying with any provision of this Agreement, either unconditionally or on any condition specified in the Extraordinary Resolution (f) to appoint a committee with power and authority to exercise, and to direct the Subscription Receipt Agent to exercise, on behalf of the Subscription Receiptholders, such of the powers of the Subscription Receiptholders as are exercisable by Extraordinary Resolution; (g) to restrain any Registered Warrantholder Subscription Receiptholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any obligation of the covenants on the part of the Corporation in Company under this Indenture Agreement or to enforce any right of the rights of the Registered WarrantholdersSubscription Receiptholders; (fh) to direct any Registered Warrantholder Subscription Receiptholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder it in connection therewith; (gi) to assent to any change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any amendment or ancillary or supplemental instrument which may be agreed to by the CorporationCompany or, with the consent of the Subscription Receipt Agent, such consent not to be unreasonably withheld, concerning any such right of the Subscription Receipt Agent, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any amendment or ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (ij) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany; or (k) from time to time and at any time to remove the Subscription Receipt Agent and appoint a successor Subscription Receipt Agent.

Powers Exercisable by Extraordinary Resolution. In Subject to the limitations in Section 6.12, in addition to all other powers conferred upon them by Section 9.7 or any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debt Security holders shall have the power following powers exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) power to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to Debt Security holders and/or the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Trustee against the Corporation or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture or the Debt Securities or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) power to direct or to authorize the Warrant AgentTrustee to exercise any power, subject right, remedy or authority given to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in it by this Indenture or to enforce any of the rights of the Registered Warrantholders Debt Securities in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (dc) power to waive, and to waive or direct the Warrant Agent Trustee to waive, waive any default on the part of the Corporation in complying with any provisions provision of this Indenture or the Debt Securities either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain extraordinary resolution, and in case any Registered Warrantholder from taking or instituting Debt Security holder shall have commenced any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any remedy hereunder by reason of the rights of the Registered Warrantholders; (f) such default, subject to direct any Registered Warrantholder whoSection 6.4, as such, has brought any suit, action or to restrain such Debt Security holder from continuing such proceeding and to stay or to discontinue or otherwise to deal with the same same, upon payment of the reasonable and necessary costs, charges and or expenses reasonably and properly incurred by such Registered Warrantholder Debt Security holder in connection therewith; (gd) power to assent to any modification of or change in or omission from the provisions contained herein which shall be agreed to by the Corporation and to authorize the Trustee to concur in this Indenture and execute any instrument supplemental hereto embodying such modification, change or omission; (e) power to authorize the distribution in specie of any shares or securities received upon the realization of any security created pursuant hereto or the use or disposal of the whole or any ancillary part of such shares or supplemental instrument which securities or any cash received thereon in such manner and for such purpose or purposes as may be specified in or authorized or approved in the resolution authorizing the same; (f) power to sanction any scheme for the reorganization of the Corporation and/or any Subsidiary or for the consolidation, amalgamation or merger of the Corporation and/or any Subsidiary with any other company and for the selling or leasing of the undertaking, property and assets of the Corporation and/or any Subsidiary or any part thereof, provided no such sanction shall be necessary for a reorganization, consolidation, amalgamation, merger, sale or lease under the provisions of Article 8; (g) power to appoint and remove a committee to consult with the Trustee and to delegate to such committee (subject to such limitations, if any, as may be prescribed in such extraordinary resolution) the power to give to the Trustee any or all of the directions or authorizations which the Debt Security holders could give by extraordinary resolution under the foregoing clauses (a), (b), (c), (d), (e) and (f); the extraordinary resolution making such appointment may provide for payment of the expenses and disbursement of and compensation to such committee; such committee shall consist of such number of Persons as shall be prescribed in the extraordinary resolution appointing it, and the members need not be themselves Debt Security holders; subject to the extraordinary resolution appointing it, every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings, the filling of vacancies occurring in its number, the manner in which it may act and its procedure generally and such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum; all acts of any such committee within the authority delegated to it shall be binding upon all Debt Security holders; neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; all costs of such committees shall, unless otherwise agreed to by the Corporation, and to authorize be for the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying account of the change or omissionDebt Security holders; (h) with power to amend, alter or repeal any extraordinary resolution previously passed or sanctioned by the consent of the Corporation, such consent not to be unreasonably withheld, Debt Security holders; and (i) power to remove the Warrant Agent or its successor in Trustee from office and to appoint a new warrant agent Trustee or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationTrustees.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.117.11 and any requisite approval of the CSE (or such other recognized exchange on which the Common Shares may trade), have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power following powers exercisable from time to time by Extraordinary Resolution:Resolution (subject to regulatory approval, if required): (a) power to agree to or sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent Trustee in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such those rights arise under this Indenture Indenture, the Warrant Certificates or otherwiseotherwise which shall be agreed to by the Corporation, and to authorize the Trustee to concur in and execute any indenture supplement, except that in respect of a change in the Exercise Period or the Exercise Price the amendment shall not be binding upon a Warrantholder who does not consent thereto; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) power to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Trustee to enforce any of the covenants obligations on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such the Extraordinary Resolution or to refrain from enforcing any such covenant or right; (dc) power to waive, waive and to direct the Warrant Agent Trustee to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrants, either unconditionally or upon any conditions specified in such the Extraordinary Resolution; (ed) power to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants obligations on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (fe) power to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered the Warrantholder in connection therewith; (f) power from time to time and at any time, with the consent of the Corporation, not to be unreasonably withheld, to remove the Trustee and appoint a successor trustee; (g) power to assent to any change in or omission from the provisions contained in the Warrant Certificates and this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent Trustee to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; and (i) power to amend, alter or repeal any Extraordinary Resolution previously passed or consented to by Warrantholders.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) 8.10.1 to agree with the Corporation to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise under this Indenture Agreement or the Warrants or otherwise; (b) 8.10.2 to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned adopted by the Registered Warrantholders; (c) 8.10.3 to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) 8.10.4 to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) 8.10.5 to assent to any change in or omission from the provisions contained herein or in the Warrants or any ancillary or supplemental instrument which is agreed to by the Corporation and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental Warrant Agreement embodying the change or omission; 8.10.6 to assent to a compromise or arrangement with a creditor or creditors or a class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; 8.10.7 to remove the Warrant Agent and appoint a warrant agent; 8.10.8 to restrain any Registered Warrantholder Warrantholder, as such, from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Warrants or to enforce any of the rights of the Registered Warrantholders;Warrantholders under this Agreement or the Warrants; and (f) 8.10.9 to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, and subject to any requisite CSE approval, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution;Resolution;‌ (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; andand‌‌ (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In (1) Subject to applicable law and the rules and regulations of any stock exchange having jurisdiction, in addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders Holders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree to sanction any modification, abrogation, alteration, compromise or arrangement amendment of the rights of Registered Warrantholders or the Holders and/or the Warrant Agent in its capacity as warrant agent hereunder (subject to with the prior written approval of the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, or against its property, whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b) to amend, alter assent to any modification of or repeal any Extraordinary Resolution previously passed change in or sanctioned addition to or omission from the provisions contained in this Indenture or in the Warrant Certificates which must be agreed to by the Registered WarrantholdersCorporation and the Warrant Agent and to authorize the Warrant Agent to concur in and execute any indenture supplemental hereto embodying any such modification, change, addition or omission; (c) to sanction any scheme for the reconstruction or reorganization of the Corporation or for the consolidation, amalgamation or merger of the Corporation with any other corporation or for the sale, leasing, transfer or other disposition of the undertaking, property and assets of the Corporation or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of this Indenture have been complied with; (d) to assent to an offer by an acquirer of the Corporation or its business to assume all of the Warrants; (e) to direct or to authorize the Warrant AgentAgent to exercise any power, subject right, remedy or authority given to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in it by this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (df) to waive, waive and to direct the Warrant Agent to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture hereunder either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) to restrain any Registered Warrantholder Holder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing any of the covenants on the part of the Corporation contained in this Indenture or to enforce the Warrant Certificates, or for the execution of any of the rights of the Registered Warrantholderspower hereunder; (fh) to direct any Registered Warrantholder Holder who, as such, has brought any suitaction, action suit or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Holder in connection therewith; (gi) to assent to amend, alter or repeal any change in Extraordinary Resolution previously passed or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to sanctioned by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission;Holders; and (hj) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the successor Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationAgent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Special Warrantholders at a meeting shall, subject to the provisions of Section 7.1111.11, have the power exercisable from time to time by Extraordinary Resolution: (a) 11.10.1 to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Special Warrantholders or the Special Warrant Agent in its capacity as special warrant agent hereunder (subject to the Special Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Special Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) 11.10.2 to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Special Warrantholders; (c) 11.10.3 to direct or to authorize the Special Warrant Agent, subject to Section 9.2(2) 13.1.2 hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Special Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) 11.10.4 to waive, and to direct the Special Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) 11.10.5 to restrain any Registered Special Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Special Warrantholders; (f) 11.10.6 to direct any Registered Special Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Special Warrantholder in connection therewith; (g) 11.10.7 to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Special Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) 11.10.8 with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Special Warrant Agent or its successor in office and to appoint a new special warrant agent or special warrant agents to take the place of the Special Warrant Agent so removed; and (i) 11.10.9 to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent Trustee in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Trustee to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent Trustee to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Warrant Certificates and this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent Trustee to concur in and execute any ancillary or supplemental indenture embodying the change or omission;; and (h) with the consent of the Corporation, such Corporation (which consent shall not to be unreasonably withheld), to remove the Warrant Agent Trustee or its successor in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Warrant Agent Trustee so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In Subject to applicable law and the rules and regulations of any stock exchange having jurisdiction, in addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders Holders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolution: (a1) to agree to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to Holders and/or the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Trustee against the Corporation Company, or against its property, whether such rights arise under this Indenture or the Special Warrant Certificates or otherwise; (b2) to assent to any modification of or change in or addition to or omission from the provisions contained in this Indenture or in the Special Warrant Certificates which must be agreed to by the Company and to authorize the Trustee to concur in and execute any indenture supplemental hereto embodying any such modification, change, addition or omission; (3) to sanction any scheme for the reconstruction or reorganization of the Company or for the consolidation, amalgamation or merger of the Company with any other corporation or for the sale, leasing, transfer or other disposition of the undertaking, property and assets of the Company or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if section 8.1 has been complied with; (4) to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from exercising any such power, right, remedy or authority; (5) to waive and direct the Trustee to waive any default of the Company hereunder either unconditionally or upon any condition specified in such Extraordinary Resolution; and (6) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationHolders.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Company to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably's approval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture indenture or the Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders;; and (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In Unless otherwise provided in this Indenture, a meeting of the Debentureholders shall, in addition to all other any powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11hereinbefore given, have the power following powers, exercisable from time to time by Extraordinary Resolution: (a) to agree to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the holders of Debentures, the Trustee, or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consentboth, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company, the Guarantor, or both, or against their property, whether such rights arise under this Indenture or the Debentures or otherwise; (b) to sanction any scheme for the reconstruction or reorganization of the Company, the Guarantor, or both, or for the consolidation, amalgamation or merger of the Company, the Guarantor, or both, with any other corporation or for the sale, leasing, transfer or other disposition of the undertaking, property and assets of the Company, the Guarantor, or both, or any part thereof, provided that no such sanction will be necessary in respect of any such transaction if Section 9.01 has been complied with; (c) to direct or authorize the Trustee, subject to funding and indemnity, to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from exercising any such power, right, remedy or authority; (d) to waive and direct the Trustee to waive any default hereunder or cancel, or both, any declaration made by the Trustee pursuant to Section 8.01 either unconditionally or upon any condition specified in such Extraordinary Resolution; (e) to direct any holder of Debentures who as such has brought any action, suit or proceeding, to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding has been permitted by Section 11.01, of the costs, charges and expenses reasonably and property incurred by such holder in connection therewith; (f) to remove the Trustee from office and to appoint a new Trustee or Trustees, provided that so long as an event of default has not occurred and is continuing, such removal or appointment, as the case may be, has been approved by the Company; (g) to approve the exchange of the Debentures for or the conversion thereof into shares, bonds, debentures, notes or other securities of the Company or of any corporation formed or to be formed, which has been approved by the Company; (h) to assent to any compromise or arrangement by the Company, the Guarantor, or both, with any creditor, creditors or class or classes of creditors or with the holders of any shares or securities of the Company, the Guarantor, or both; (i) to restrain any holder of any Debenture outstanding hereunder from taking or instituting any suit, action or proceeding for the execution of any trust or power hereunder or for the appointment of a liquidator or receiver or trustee in bankruptcy or to have the Company, the Guarantor, or both, wound up or for any other remedy hereunder and to direct such holder of any Debenture to waive any default or defaults by the Company, the Guarantor, or both, on which any suit or proceeding is founded; (j) to assent to any modification of or change in or addition to or omission from the provisions contained in this Indenture which has been agreed to by the Company and the Guarantor and to authorize the Trustee to concur in and execute any deed supplemental to this Indenture embodying any such modification, change, addition or omission or any deeds, documents or writings authorized by such extraordinary resolution; (k) to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders which are exercisable by extraordinary or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings, the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; and (l) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned consented to by Debentureholders before it is acted upon without further approval by the Registered Warrantholders; (c) Debentureholders. The foregoing powers shall be deemed to direct be several and not dependent on each other and each paragraph of this Section 16.02 and each power therein conferred shall, accordingly, be construed as complete in itself and not by reference to any other paragraph or power in said section and the exercise of any one or more of such powers, or any combination of such powers, from time to authorize the Warrant Agenttime, subject shall not be deemed to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of exhaust the rights of the Registered Warrantholders in any manner specified in Debentureholders to exercise such Extraordinary Resolution power or powers, or combination of powers, thereafter from time to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporationtime.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. In addition Subject to all other powers conferred upon them by any other provisions of this Indenture or by lawArticle 11, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Holders shall have the power following powers exercisable from time to time by Extraordinary Resolution: (a) power to agree direct or authorize the Trustee to exercise any modificationpower, abrogationright, alteration, compromise remedy or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject authority given to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under it by this Indenture in any manner specified in any such Extraordinary Resolution or otherwiseto refrain from exercising any such power, right, remedy or authority; (b) power to direct any Holder who, as such, has brought any action, suit or proceeding (other than an action, suit or proceeding (i) for the payment of principal of, Premium (if any) or interest on the Notes, or (ii) relating to any other matter that, in accordance with this Indenture, expressly required the consent of such Holder) to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding shall have been permitted by Section 6.2, of the costs, charges and expenses reasonably and properly incurred by such Holder in connection therewith; (c) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Holders, such of the powers of the Holders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee, provided that the following terms shall apply to the appointment of such committee: (i) the resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee; (ii) such committee shall consist of such number of members as shall be prescribed in the resolution appointing it and the members need not be themselves Holders; (iii) every such committee may elect its chair and may make regulations respecting its quorum, the calling of its meetings, the filling of vacancies occurring in its number and its procedure generally, and such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum; and (iv) all acts of any such committee within the authority delegated to it shall be binding upon all Holders; (d) power to remove the Trustee from office and to appoint a new Trustee or Trustees provided that no such removal shall be effective unless and until a new Trustee or Trustees shall have become bound by this Indenture; and (e) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct Holders or to authorize the Warrant Agent, subject by any committee appointed pursuant to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation8.10(c).

Powers Exercisable by Extraordinary Resolution. In addition Subject to all other powers conferred upon them by any other provisions the prior approval of this Indenture or by lawthe TSX, the Registered Special Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to or sanction any modification, abrogation, alteration, alteration or compromise or arrangement of the rights of Registered the Special Warrantholders or the Warrant Agent Trustee (subject to the consent of the Trustee) in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Special Warrantholders against the Corporation Company which shall be agreed to by the Company whether such rights arise under this Indenture or under the Special Warrants or otherwise; (b) to amend, alter assent to any change in or repeal omission from the provisions contained in the Special Warrants and this Indenture or any Extraordinary Resolution previously passed ancillary or sanctioned supplemental instrument which may be agreed to by the Registered WarrantholdersCompany and to authorize the Trustee to concur in and execute any ancillary or supplemental agreement embodying the change or omission; (c) with the consent of the Company, not to be unreasonably withheld, to remove the Trustee or its successor in office and to appoint a new agent or agents to take the place of the Trustee so removed; (d) to require, direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Trustee to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Special Warrants or to enforce any of the rights of the Registered Special Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waiveright upon the Trustee being furnished with an indemnity, and such funding as the Trustee may, in the reasonable exercise of its discretion determine it requires to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolutionso act; (e) to restrain any Registered Special Warrantholder from taking instituting or instituting continuing any suit, action suit or proceeding proceedings against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or to enforce any of the rights of conferred upon the Registered WarrantholdersSpecial Warrantholders by the Special Warrants and this Indenture; (f) to direct any Registered Special Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Special Warrantholder in connection therewith; (g) to assent waive and direct the Trustee to waive any change default on the part of the Company in or omission from complying with any of the provisions contained in of this Indenture or the Special Warrants either unconditionally or upon any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur conditions specified in and execute any ancillary or supplemental indenture embodying the change or omissionsuch Extraordinary Resolution; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwiseunsecured, and with holders of any shares or other securities of the CorporationCompany; and (i) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Special Warrantholders. An Extraordinary Resolution of the Special Warrantholders is binding upon all the Special Warrantholders whether present or not present at the meeting at which the Extraordinary Resolution was passed or whether or not assented to in writing and each Special Warrantholder, the Trustee and the Company shall be bound to give effect to the Extraordinary Resolution to the extent that the Extraordinary Resolution applies to such party.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Receiptholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, subject to all applicable regulatory and exchange approvals, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Escrow Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Trust or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Escrow Agent to enforce any of the covenants on the part of the Corporation Trust contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Escrow Agent to waive, any default on the part of the Corporation Trust in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation Trust for the enforcement of any of the covenants on the part of the Corporation Trust in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the CorporationTrust, and to authorize the Warrant Escrow Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, Trust (such consent not to be unreasonably withheld), to remove the Warrant Escrow Agent or its successor in office and to appoint a new warrant agent or warrant agents Escrow Agent to take the place of the Warrant Escrow Agent so removed; and; (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Units or other securities of the CorporationTrust; and (j) to assent to any modification of the Trust Indenture in circumstances where, had the Units then been outstanding, an extraordinary resolution of the holders of Units would have been required.

Powers Exercisable by Extraordinary Resolution. (1) In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Noteholders shall have the power following powers exercisable from time to time by Extraordinary Resolution:Resolution (subject in the case of the matters in paragraphs (a)– (d) and (l) to the prior approval of the Neo Exchange (or any other applicable stock exchange on which the Corporation’s shares are listed for trading) if applicable): (a) power to agree authorize the Trustee to grant extensions of time for payment of the Principal Amount and any premium or interest on the Notes, whether or not the Principal Amount, premium, or interest, the payment of which is extended, is at the time due or overdue; (b) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Noteholders or the Warrant Agent in Trustee (with its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, or against its property, whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered WarrantholdersNotes; (c) power to direct assent to any modification of or change in or addition to authorize or omission from the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or any Note which shall be agreed to enforce by the Corporation and to authorize the Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or omission; (d) power to sanction any scheme for the reconstruction, reorganization or recapitalization of the rights Corporation or for the consolidation, amalgamation, arrangement, combination or merger of the Registered Warrantholders Corporation with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Corporation or any part thereof (unless otherwise permitted by this Indenture); (e) power to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture or any Note in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (df) power to waive, and to direct the Warrant Agent Trustee to waive, any default on hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Trustee pursuant to Section 6.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) power to restrain any Registered Warrantholder Noteholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the Principal Amount, premium or interest on the Notes, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fh) power to direct any Registered Warrantholder Noteholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 6.5, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Noteholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; (j) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Noteholders, such of the powers of the Noteholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the resolution appointing it and the members need not be themselves Noteholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings and the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Noteholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; (k) power to remove the Trustee from office and to appoint a new Trustee or Trustees provided that no such removal shall be effective unless and until a new Trustee or Trustees shall have become bound by this Indenture; (l) power to sanction the exchange of the Notes for or the conversion thereof into shares, bonds, Notes or other securities or obligations of the Corporation or of any other Person formed or to be formed; (m) power to authorize the distribution in specie of any shares or securities received pursuant to a transaction authorized under the provisions of Section 8.11(1); and (n) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Noteholders or by any committee appointed pursuant to Section 8.11(1)(j).

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon on them by any the other provisions of this Indenture or by law, the Registered Special Warrantholders at a meeting shallwill, subject to the provisions of Section 7.11, 8.12 have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree to or sanction any modification, abrogation, alteration, alteration or compromise or arrangement of the rights of Registered the Special Warrantholders or (subject to the Warrant Agent prior consent of the Trustee therefor) the Trustee in its capacity as warrant Special Warrant agent and trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Special Warrantholders against the Corporation Company which shall be agreed to by the Company whether such rights arise under this Indenture or under the Special Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholderspassed; (c) subject to arrangements as to financing and indemnity satisfactory to the Trustee, to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Trustee to enforce any obligation of the covenants on the part of the Corporation contained in Company under this Indenture or to enforce any right of the rights of the Registered Special Warrantholders in any manner specified in such the Extraordinary Resolution or to refrain from enforcing any such covenant or rightResolution; (d) to waive, and direct or authorize the Trustee to direct the Warrant Agent refrain from enforcing any obligation or right referred to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary ResolutionSection 8.11(c) hereof; (e) to waive and direct the Trustee to waive any default by the Company in complying with any provision of this Indenture, either unconditionally or on any condition specified in the Extraordinary Resolution; (f) to appoint a committee with power and authority to exercise, and to direct the Trustee to exercise, on behalf of the Special Warrantholders, such of the powers of the Special Warrantholders as are exercisable by Extraordinary Resolution; (g) to restrain any Registered Special Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any obligation of the covenants on the part of the Corporation in Company under this Indenture or to enforce any of the rights of the Registered Special Warrantholders; (fh) to direct any Registered Special Warrantholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder him in connection therewith; (gi) to assent to any change in or omission from the provisions contained in the Special Warrant Certificates and this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent Special Warrantholders to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (ij) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany; and (k) from time to time and at any time to remove the Trustee and appoint a successor, agent or trustee.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture indenture or the Warrants or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with the holders of any shares or other securities of the CorporationCompany, wherever such assent may be required; (h) to amend this indenture; and (i) from time to time and at any time to remove the Warrant Agent and appoint a successor Warrant Agent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Receiptholders at a meeting shall, subject to the provisions of Section 7.118.11, have the power power, subject to all applicable regulatory and exchange approvals and approvals required under the Subscription Agreement, exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Subscription Receipt Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon on any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission, provided that such modification, change or omission will not prejudice the rights of the Receiptholders or the Subscription Receipt Agent; (h) with the consent of the Corporation, Corporation (such consent not to be unreasonably withheld), to remove the Warrant Subscription Receipt Agent or its successor in office and to appoint a new warrant agent or warrant agents Subscription Receipt Agent to take the place of the Warrant Subscription Receipt Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Common Shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to consent and agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree assent to or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights Warrantholders or, with the consent of Registered Warrantholders or the Warrant Agent (such consent not to be unreasonably withheld), of the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise right arises under this Indenture or otherwise, which shall be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any agreement supplemental hereto in connection therewith; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, waive and to direct the Warrant Agent to waive, waive any default on the part of by the Corporation in complying with any provisions provision of this Indenture Indenture, either unconditionally or upon on any conditions condition specified in such the Extraordinary Resolution; (e) to restrain any Registered registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. ‌ In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or including but not limited to the extension of the Expiry Date or, subject to the consent of the Warrant Agent (not to be unreasonably withheld), the Warrant Agent in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Warrant Certificates and this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent Corporation (not to be unreasonably withheld), to remove the Warrant Agent or its successor in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shallshall have the power, subject to the provisions of Section 7.11TSX’s approval and/or Nasdaq’s approval (if applicable), have the power exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter modify or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity to its satisfaction) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Receiptholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, subject to all applicable regulatory and exchange approvals, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Subscription Receipt Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, Corporation (such consent not to be unreasonably withheld), to remove the Warrant Subscription Receipt Agent or its successor in office and to appoint a new warrant subscription receipt agent or warrant agents to take the place of the Warrant Subscription Receipt Agent so removed; and; (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Common Shares or other securities of the Corporation; and (j) to assent to any modification of the Corporation’s constating documents in circumstances where, had the Common Shares then been outstanding, an extraordinary resolution of the holders of Common Shares would have been required.

Powers Exercisable by Extraordinary Resolution. In addition to all other the powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Receiptholders shall have the power following powers exercisable from time to time by Extraordinary Resolution, subject to the approval of the Toronto Stock Exchange, where applicable: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Escrow Agent in its capacity as warrant escrow agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Receiptholders against the Corporation CGI whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificate or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Escrow Agent to enforce any of the covenants on the part of the Corporation CGI contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Escrow Agent to waive, any default on the part of the Corporation CGI in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation CGI for the enforcement of any of the covenants on the part of the Corporation CGI in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the CorporationCGI, and to authorize the Warrant Escrow Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, CGI (such consent not to be unreasonably withheld), to remove the Warrant Escrow Agent or its successor in office and to appoint a new warrant escrow agent or warrant agents to take the place of the Warrant Escrow Agent so removed; and; (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, otherwise and with holders of any shares or other securities of the CorporationCGI.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s 's prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; provided that, for greater certainty, no rights or obligations of the Corporation under this Indenture, or the Warrants will be adversely affected without the Corporation's consent; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof), to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Subscription Receiptholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power following powers exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or Subscription Receiptholders and/or the Warrant Subscription Receipt Agent in its capacity as warrant subscription receipt agent hereunder (subject to the Warrant Subscription Receipt Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders Subscription Receiptholders against the Corporation Corporation, whether such those rights arise under this Indenture Agreement or otherwisethe Subscription Receipts or otherwise that is proposed by the Corporation and BayFront; (b) to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholderspassed; (c) to direct or to authorize the Warrant Agent, Subscription Receipt Agent (subject to Section 9.2(2the Subscription Receipt Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipts or to enforce any of the rights of the Registered Warrantholders Subscription Receiptholders in any manner specified in such Extraordinary Resolution the extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Subscription Receipt Agent to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates, either unconditionally or upon any conditions specified in such Extraordinary Resolutionthe extraordinary resolution; (e) to restrain any Registered Warrantholder Subscription Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipts or to enforce any of the rights of the Registered WarrantholdersSubscription Receiptholders; (f) to direct any Registered Warrantholder Subscription Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder the Subscription Receiptholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with the holders of any shares or other securities of the Corporation, wherever such assent may be required; and (h) from time to time and at any time to remove the Subscription Receipt Agent and appoint a successor Subscription Receipt Agent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s 's prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. ‌ In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a1) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company whether such rights arise under this Indenture or otherwise; (b2) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c3) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof), to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d4) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation Company in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e5) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f6) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g7) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) 8) with the consent of the CorporationCompany, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i9) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the CorporationCompany.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon on them by any the other provisions of this Indenture Agreement or by law, the Registered Warrantholders Subscription Receiptholders at a meeting shall, subject to the provisions of Section 7.11, will have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree assent to or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights Subscription Receiptholders or, with the consent of Registered Warrantholders or the Warrant Subscription Receipt Agent (such consent not to be unreasonably withheld), of the Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Subscription Receiptholders against the Corporation Corporation, whether such rights arise right arises under this Indenture Agreement or otherwise, which shall be agreed to by the Corporation, and to authorize the Subscription Receipt Agent to concur in and execute any indenture supplemental hereto in connection therewith; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholderspassed; (c) subject to arrangements as to financing and indemnity satisfactory to the Subscription Receipt Agent, to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part obligation of the Corporation contained in under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders Subscription Receiptholders in any manner specified in such the Extraordinary Resolution or to refrain from enforcing any such covenant or rightResolution; (d) to waive, direct or authorize the Subscription Receipt Agent to refrain from enforcing any obligation or right referred to in Section 9.11(c); (e) to waive and to direct the Warrant Subscription Receipt Agent to waive, waive any default on the part of by the Corporation in complying with any provisions provision of this Indenture Agreement, either unconditionally or upon on any conditions condition specified in such the Extraordinary Resolution; (ef) to appoint a committee with power and authority to exercise, and to direct the Subscription Receipt Agent to exercise, on behalf of the Subscription Receiptholders, such of the powers of the Subscription Receiptholders as are exercisable by Extraordinary Resolution; (g) to restrain any Registered Warrantholder Subscription Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part obligation of the Corporation in under this Indenture Agreement or to enforce any right of the rights of the Registered WarrantholdersSubscription Receiptholders; (fh) to direct any Registered Warrantholder Subscription Receiptholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder him in connection therewith; (gi) to assent to any change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the CorporationCorporation or, with the consent of the Subscription Receipt Agent, such consent not to be unreasonably withheld, concerning any such right of the Subscription Receipt Agent, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (ij) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; or (k) from time to time and at any time to remove the Subscription Receipt Agent and appoint a successor Subscription Receipt Agent.

Powers Exercisable by Extraordinary Resolution. In Subject to receipt of all regulatory approvals required by Applicable Securities Law in addition to all other the powers conferred upon them by any other provisions provision of this Trust Indenture or by lawApplicable Law, the Registered Warrantholders at a meeting shall, but subject to the provisions of Section 7.1114.1 and the rights of Debentureholders generally under this Trust Indenture, a meeting of the Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution: (a) power to agree to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in its capacity as warrant agent hereunder Trustee (subject to with the Warrant Agent’s prior consent, acting reasonably) or on behalf written consent of the Registered Warrantholders Trustee) against the Corporation or against the Collateral, whether such rights arise under this Indenture Trust Indenture, the Debentures or otherwise; (b) power to amendassent to any modification of or change in or addition to or omission from the provisions contained in this Trust Indenture or any Debenture (collectively, alter or repeal any Extraordinary Resolution previously passed or sanctioned “amendments”), as agreed to by the Registered WarrantholdersCorporation, and to authorize the Trustee to concur in and execute any indenture supplemental hereto or thereto embodying any amendment; provided that the rights of the Trustee hereunder shall not be prejudiced thereby; (c) power to sanction any scheme for the reconstruction or reorganization of the Corporation or for the consolidation, amalgamation or merger of the Corporation with any other corporation or for the sale, lease, transfer or other disposition of the undertaking, property and assets of the Corporation or any part thereof; (d) power to direct or to authorize the Warrant AgentTrustee to exercise any power, subject right, remedy or authority given to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in it by this Trust Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (de) power to waive, waive and to direct the Warrant Agent Trustee to waive, waive any default on Event of Default hereunder or cancel any Acceleration Notice delivered by the part of the Corporation in complying with any provisions of this Indenture Trustee either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (ef) power to restrain any Registered Warrantholder Debentureholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal of or interest on the Debentures, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fg) power to direct any Registered Warrantholder who, as such, Debentureholder who has brought any suitaction, action suit or proceeding to stay or to discontinue or otherwise to deal with the same same, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debentureholder in connection therewith; (g) to assent to any change in therewith if the taking of such suit, action or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to proceeding shall have been permitted by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omissionSection 10.14; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or of any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.; (i) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in any such Extraordinary Resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders as are exercisable by extraordinary or other resolution as shall be included in the resolution appointing the committee. The Extraordinary Resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of Persons as shall be prescribed in the resolution appointing it and the members need not be Debentureholders. Every such committee may elect its chairperson and may make regulations respecting its quorum, the calling of its meetings, the filing of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or the Warrant Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in this Indenture and the Warrant Certificates or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission, provided that such modification, change or omission will not prejudice the rights of the Warrant Agent; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) to agree with the Company to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent in its capacity as warrant agent Warrant Agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonablyapproval) or on behalf of the Registered Warrantholders against the Corporation Company, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, Agent (subject to Section 9.2(2the Warrant Agent receiving funding and indemnity) hereof, to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, authorize and to direct the Warrant Agent to waive, waive any default on the part of the Corporation Company in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation Company for the enforcement of any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument indenture which may be agreed to by the CorporationCompany, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission;; and (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. (1) In addition to all other powers conferred upon them by any other provisions of this Trust Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or Debentureholders and/or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Trustee against the Corporation Bank or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Trust indenture or the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant AgentTrustee to exercise any power, subject right, remedy or authority given to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in it by this Trust Indenture or to enforce any of the rights of the Registered Warrantholders Debentures in any manner specified in such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (dc) to waive, waive and to direct the Warrant Agent Trustee to waive, waive any default on the part of the Corporation Bank in complying with any provisions provision of this Trust Indenture or the Debentures, and/or to annul and to direct the Trustee to annul any declaration in respect of such default made by the Trustee pursuant to Section 8.3 either unconditionally or upon any conditions specified in such Extraordinary Resolution; (ed) to restrain any Registered Warrantholder Debentureholder or the holder of any coupon from taking taking, instituting or instituting maintaining any suit, action or proceeding against the Corporation for the enforcement payment of principal, interest or premium or for the execution of any trust or power hereunder or for the appointment of a liquidator or receiver or a trustee in bankruptcy or to have the Bank wound up or for any other remedy hereunder and to require such holder of any Debenture or coupon to waive any default or defaults by the Bank on which any action or proceeding is founded; and, in case any action or other proceedings shall have been brought by any holder of any Debentures or coupons after failure of the covenants on Trustee to act, power to direct such holder and the part Trustee to waive the default in respect of which such action or other proceeding shall have been brought, upon payment of the Corporation cost, the charges and expenses incurred in this Indenture connection therewith, and to stay or discontinue or otherwise deal with any such action or other proceeding; (e) to enforce sanction the exchange of Debentures for or the conversion of Debentures into shares, bonds, debentures, notes or any other securities or obligations of the rights of the Registered WarrantholdersBank or any other bank or corporation or proposed bank or corporation; (f) to direct repeal, modify or amend any Registered Warrantholder who, as such, has brought Extraordinary Resolution previously passed or sanctioned by the Debentureholders or by any suit, action or proceeding committee appointed pursuant to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewithSubsection 11.11(2); (g) to assent to any modification of or change in or omission from the provisions contained herein and in this Indenture or any ancillary or supplemental instrument the Debentures which may shall be agreed to by the Corporation, Bank and to authorize the Warrant Agent Trustee to concur in and execute any ancillary deed or instrument supplemental indenture hereto embodying the such modification, change or omission; (h) with to assent to any scheme for the consent reconstruction, reorganization or recapitalization of the CorporationBank or for the consolidation, such consent not to be unreasonably withheldamalgamation, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place merger of the Warrant Agent so removed; andBank with or into any other person or for the sale, leasing, transfer or other disposition of the undertaking, property and assets of the Bank or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of Section 10.1 shall have been complied with; (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares shares, debentures or other securities of the CorporationBank; provided that no such consent shall be required in respect of any compromise or arrangement made by the Bank in the ordinary course of its business; and (j) to remove the Trustee and to appoint a new Trustee to take the place of the Trustee so removed. (2) A meeting of Debentureholders shall have the power, exercisable from time to time by Extraordinary Resolution, to appoint and remove a committee to consult with the Trustee and to delegate to such committee (subject to such limitations, if any, as may be prescribed in such Extraordinary Resolution) all or any of the powers which the Debentureholders could exercise by Extraordinary Resolution under clauses (b), (c) and (d) of Subsection 11.11 (1). The Extraordinary Resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the Extraordinary Resolution appointing it, and the members need not be themselves Debentureholders. Subject to the Extraordinary Resolution appointing it, every such committee may elect its chairperson and may make regulations respecting its quorum, the calling of its meetings, the filling of vacancies occurring in its number, the manner in which it may act and its procedure generally and such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by a majority of the members thereof or the number of members thereof necessary to constitute a quorum, whichever is the greater. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither such committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken in good faith. (3) Notwithstanding subsections (1) and (2) above, no Extraordinary Resolution shall modify, abrogate, alter, compromise, arrange or otherwise affect the rights and obligations of: (a) the Trustee hereunder without the Trustee's express written consent, such consent not to be unreasonably withheld; or (b) the Bank hereunder without the Bank's express consent.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by lawApplicable Legislation, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation whether such rights arise under this Indenture or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking taking, instituting or instituting continuing any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution, subject to all applicable regulatory approvals, including the Toronto Stock Exchange or such other exchange on which the Debentures are then listed: (a) authorize the Debenture Trustee to grant extensions of time for payment of any principal, premium or interest on the Debentures, whether or not the principal, premium, or interest, the payment of which is extended, is at the time due or overdue; (b) agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in Debenture Trustee (with its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise under this Indenture or the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) assent to direct any modification of or change in or addition to or omission from the provisions contained in this Indenture or any Debenture or any ancillary or supplemental instrument which may be agreed to by the Corporation and to authorize the Warrant AgentDebenture Trustee to concur in and execute any indenture supplemental hereto embodying any modification, subject to change, addition or omission; (d) sanction any scheme for the reconstruction, reorganization or recapitalization of the Corporation or for the consolidation, amalgamation or merger of the Corporation with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Corporation or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of Section 9.2(211.1 shall have been complied with; (e) hereof, direct or authorize the Debenture Trustee to enforce any of the covenants on or the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders Debentureholders in any manner specified in any such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (df) to waive, and to direct the Warrant Agent Debenture Trustee to waive, any default on Event of Default hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Debenture Trustee pursuant to Section 8.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) to restrain any Registered Warrantholder Debentureholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal, premium or interest on the Debentures, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fh) to direct any Registered Warrantholder Debentureholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 8.5, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debentureholder in connection therewith; (gi) to assent to any change in compromise or omission from the provisions contained in this Indenture arrangement with any creditor or any ancillary class of creditors, whether secured or supplemental instrument which otherwise, and with holders of any Common Shares or other securities of the Corporation; (j) appoint a committee with power and authority (subject to such limitations, if any, as may be agreed prescribed in the resolution) to by the Corporationexercise, and to authorize direct the Warrant Agent Debenture Trustee to concur exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and execute disbursements of and compensation to such committee. Such committee shall consist of such number of Persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings, the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any ancillary such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or supplemental indenture embodying the change in connection with any action taken or omissionomitted to be taken by them in good faith; (hk) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office Debenture Trustee and to appoint a new warrant agent debenture trustee or warrant agents to take debenture trustees provided that no such removal shall be effective unless and until a new debenture trustee or debenture trustees shall have become bound by this Indenture; (l) sanction the place exchange of the Warrant Agent so removedDebentures for or the conversion thereof into Common Shares, bonds, debentures or other securities or obligations of the Corporation or of any other Person formed or to be formed; (m) authorize the distribution in specie of any securities received pursuant to a transaction authorized under the provisions of Section 13.11(l); and (in) amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Debentureholders or by any committee appointed pursuant to assent Section 13.11(j). Notwithstanding the foregoing provisions of this Section 13.11 none of such provisions shall in any manner allow or permit any amendment, modification, abrogation or addition to any compromise the provisions of Article 5 which could reasonably be expected to detrimentally affect the rights, remedies or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities recourse of the Corporationpriority of the Senior Creditors.

Powers Exercisable by Extraordinary Resolution. (1) In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution:Resolution (subject in the case of the matters in paragraphs (a)– (d) and (l) to the prior approval of the CSE (or such other recognized stock exchange on which the Common Shares are listed for trading)): (a) power to agree authorize the Trustee to grant extensions of time for payment of any principal, premium or interest on the Debentures, whether or not the principal, premium, or interest, the payment of which is extended, is at the time due or overdue; (b) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in Trustee (with its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, or against its property, whether such rights arise under this Indenture or the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) power to direct assent to any modification of or change in or addition to authorize or omission from the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or any Debenture which shall be agreed to enforce by the Corporation and to authorize the Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or omission; (d) power to sanction any scheme for the reconstruction, reorganization or recapitalization of the rights Corporation or for the consolidation, amalgamation, arrangement, combination or merger of the Registered Warrantholders Corporation with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Corporation or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of Section 9.1 shall have been complied with; (e) power to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (df) power to waive, and to direct the Warrant Agent Trustee to waive, any default on hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Trustee pursuant to Section 7.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) power to restrain any Registered Warrantholder Debentureholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal, premium or interest on the Debentures, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fh) power to direct any Registered Warrantholder Debentureholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 7.5, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debentureholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; (j) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings and the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; (k) power to remove the Trustee from office and to appoint a new trustee or trustees provided that no such removal shall be effective unless and until a new trustee or trustees shall have become bound by this Indenture; (l) power to sanction the exchange of the Debentures for or the conversion thereof into shares, bonds, debentures or other securities or obligations of the Corporation or of any other Person formed or to be formed; (m) power to authorize the distribution in specie of any shares or securities received pursuant to a transaction authorized under the provisions of Section 12.11(1); and (n) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Debentureholders or by any committee appointed pursuant to Section 12.11(1)(j).

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered The Warrantholders at a meeting shall, subject to the provisions of Section 7.11, shall have the power exercisable from time to time by Extraordinary Resolution: (a) to agree to or sanction any modification, abrogation, alteration, alteration or compromise or arrangement of the rights of Registered the Warrantholders or (subject to the Warrant Agent prior consent of the Trustee therefor) the Trustee in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Company which shall be agreed to by the Company whether such rights arise under this Indenture or under the Warrants or otherwise; (b) to amend, alter assent to any change in or repeal omission from the provisions contained in the Warrants and this Indenture or any Extraordinary Resolution previously passed ancillary or sanctioned supplemental instrument which may be agreed to by the Registered WarrantholdersCompany, and to authorize the Trustee to concur in and execute any ancillary or supplemental agreement embodying the change or omission; (c) with the consent of the Company, not to be unreasonably withheld, to remove the Trustee or its successor in office and to appoint a new trustee or trustees to take the place of the Trustee so removed; (d) to require, direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Trustee to enforce any of the covenants on the part of the Corporation Company contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right, in each case upon the Trustee being furnished with an indemnity and such funding as the Trustee may, in the reasonable exercise of its discretion, determine it requires to so act; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture Agreement or by law, the Registered Warrantholders Receiptholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, subject to all applicable regulatory and exchange approvals, exercisable from time to time by Extraordinary Resolution: (a) to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders Receiptholders or the Warrant Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation or against its undertaking, property and assets or any part thereof whether such rights arise under this Indenture Agreement or the Subscription Receipt Certificates or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered WarrantholdersReceiptholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part of the Corporation contained in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered Warrantholders Receiptholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Subscription Receipt Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture Agreement or the Subscription Receipt Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture Agreement or the Subscription Receipt Certificates or to enforce any of the rights of the Registered WarrantholdersReceiptholders; (f) to direct any Registered Warrantholder Receiptholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Receiptholder in connection therewith; (g) to assent to any modification of, change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any ancillary or supplemental indenture agreement embodying the change or omission; (h) with the consent of the Corporation, Corporation (such consent not to be unreasonably withheld), to remove the Warrant Subscription Receipt Agent or its successor in office and to appoint a new warrant agent or warrant agents Subscription Receipt Agent to take the place of the Warrant Subscription Receipt Agent so removed; and; (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares Common Shares or other securities of the Corporation; and (j) to assent to any modification of the Corporation's constating documents in circumstances where, had the Common Shares then been outstanding, an Extraordinary Resolution of the holders of Common Shares would have been required.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Supplemental Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, have the power power, exercisable from time to time by Extraordinary Resolutionextraordinary resolution: (a) subject to the approval of the TSX, to agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or or, subject to the consent of the Warrant Agent, the Warrant Agent in its capacity as warrant agent trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against Warrantholders, in each case which may be agreed to by the Corporation Corporation, whether such rights arise under this Supplemental Indenture or the Warrant Certificates or otherwise; (b) subject to the approval of the TSX, to amend, alter or repeal any Extraordinary Resolution extraordinary resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Agent to enforce any of the covenants on the part of the Corporation contained in this Supplemental Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution extraordinary resolution or to refrain from enforcing any such covenant or right; (d) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Supplemental Indenture or the Warrant Certificates either unconditionally or upon any conditions specified in such Extraordinary Resolutionextraordinary resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Supplemental Indenture or the Warrant Certificates or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in the Warrant Certificates and this Supplemental Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent trustee or warrant agents trustees to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon on them by any the other provisions of this Indenture Agreement or by law, the Registered Warrantholders Subscription Receiptholders at a meeting shall, subject to the provisions of Section 7.11, will have the power power, exercisable from time to time by Extraordinary Resolution: (a1) to agree assent to or sanction any amendment, modification, abrogation, alteration, compromise or arrangement of any right of the rights Subscription Receiptholders or, with the consent of Registered Warrantholders or the Warrant Subscription Receipt Agent (such consent not to be unreasonably withheld), of the Subscription Receipt Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Subscription Receiptholders against the Corporation Corporation, whether such rights arise right arises under this Indenture Agreement or otherwise, which shall be agreed to by the Corporation, and to authorize the Subscription Receipt Agent to concur in and execute any amendment or indenture supplemental hereto in connection therewith; (b2) to extend the Escrow Release Deadline; (3) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholderspassed; (c4) subject to arrangements as to financing and indemnity satisfactory to the Subscription Receipt Agent, to direct or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, Subscription Receipt Agent to enforce any of the covenants on the part obligation of the Corporation contained in under this Indenture Agreement or to enforce any right of the rights of the Registered Warrantholders Subscription Receiptholders in any manner specified in such the Extraordinary Resolution Resolution; (5) to direct or authorize the Subscription Receipt Agent to refrain from enforcing any such covenant obligation or rightright referred to in Section 9.11(4) hereof; (d6) to waive, waive and to direct the Warrant Subscription Receipt Agent to waive, waive any default on the part of by the Corporation in complying with any provisions provision of this Indenture Agreement, either unconditionally or upon on any conditions condition specified in such the Extraordinary Resolution; (e7) to appoint a committee with power and authority to exercise, and to direct the Subscription Receipt Agent to exercise, on behalf of the Subscription Receiptholders, such of the powers of the Subscription Receiptholders as are exercisable by Extraordinary Resolution; (8) to restrain any Registered Warrantholder Subscription Receiptholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part obligation of the Corporation in under this Indenture Agreement or to enforce any right of the rights of the Registered WarrantholdersSubscription Receiptholders; (f9) to direct any Registered Warrantholder Subscription Receiptholder who, as such, has brought any suit, action or proceeding proceeding, to stay or to discontinue or otherwise to deal with the same upon therewith on payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder it in connection therewith; (g10) to assent to any change in or omission from the provisions contained in the Subscription Receipt Certificates and this Indenture Agreement or any amendment or ancillary or supplemental instrument which may be agreed to by the CorporationCorporation or, with the consent of the Subscription Receipt Agent, such consent not to be unreasonably withheld, concerning any such right of the Subscription Receipt Agent, and to authorize the Warrant Subscription Receipt Agent to concur in and execute any amendment or ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i11) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; or (12) from time to time and at any time to remove the Subscription Receipt Agent and appoint a successor Subscription Receipt Agent.

Powers Exercisable by Extraordinary Resolution. ‌ (1) In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debentureholders shall have the power following powers exercisable from time to time by Extraordinary Resolution:Resolution (subject in the case of the matters in paragraphs (a)– (d) and (l) to the prior approval of the CSE (or such other recognized stock exchange on which the Common Shares are listed for trading)): (a) power to agree authorize the Trustee to grant extensions of time for payment of any principal, premium or interest on the Debentures, whether or not the principal, premium, or interest, the payment of which is extended, is at the time due or overdue; (b) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debentureholders or the Warrant Agent in Trustee (with its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, or against its property, whether such rights arise under this Indenture or the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) power to direct assent to any modification of or change in or addition to authorize or omission from the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or any Debenture which shall be agreed to enforce by the Corporation and to authorize the Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or omission; (d) power to sanction any scheme for the reconstruction, reorganization or recapitalization of the rights Corporation or for the consolidation, amalgamation, arrangement, combination or merger of the Registered Warrantholders Corporation with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Corporation or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of Section 10.1 shall have been complied with; (e) power to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (df) power to waive, and to direct the Warrant Agent Trustee to waive, any default on hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Trustee pursuant to Section 8.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) power to restrain any Registered Warrantholder Debentureholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal, premium or interest on the Debentures, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fh) power to direct any Registered Warrantholder Debentureholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 8.5, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debentureholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; (j) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings and the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; (k) power to remove the Trustee from office and to appoint a new trustee or trustees provided that no such removal shall be effective unless and until a new trustee or trustees shall have become bound by this Indenture; (l) power to sanction the exchange of the Debentures for or the conversion thereof into shares, bonds, debentures or other securities or obligations of the Corporation or of any other Person formed or to be formed; (m) power to authorize the distribution in specie of any shares or securities received pursuant to a transaction authorized under the provisions of subsection 11.11(1); and (n) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Debentureholders or by any committee appointed pursuant to subsection 11.11(1)(j). (2) Notwithstanding the foregoing provisions of this Section 11.11 none of such provisions shall in any manner allow or permit any amendment, modification, abrogation or addition to the provisions of Article 5 which could reasonably be expected to detrimentally affect the rights, remedies or recourse of the priority of the Secured Creditors.

Powers Exercisable by Extraordinary Resolution. In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11, Holders shall have the power following powers exercisable from time to time by Extraordinary Resolution: (a) power to sanction and agree to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder Holders and/or the Trustee (subject to with the Warrant Agent’s prior consent, acting reasonably) or on behalf consent of the Registered Warrantholders Trustee) against the Corporation whether such rights arise under this Indenture Company or otherwiseagainst the Collateral; (b) power to direct or authorize the Trustee to exercise any power, right, remedy or authority given to it by this Indenture or the Security Agreements, in any manner specified in such Extraordinary Resolution or to refrain from exercising any such power, right, remedy or authority; (c) power to waive and direct the Trustee to waive any default on the part of the Company under any provision of this Indenture or the Security Agreements either unconditionally or upon any conditions specified in such Extraordinary Resolution, whether or not the Security Interest shall have become enforceable by reason of such default; (d) power to restrain any Holder from taking or instituting any suit, action or proceeding for the purpose of enforcing payment of the principal of or interest on the Debentures, or for the execution of any trust or power hereunder; (e) power to direct any Holder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same, provided that no Holder who has taken any suit, action or proceeding when permitted by Section 8.3(c) hereof shall be required to stay or discontinue or otherwise deal with such proceeding until it has received payment of the costs, charges and expenses reasonably and properly incurred by such Holder in connection therewith; (f) power to assent to any modification of or change in or omission from the provisions contained herein or any deed or instrument supplemental hereto which shall be agreed to by the Company and to authorize the Trustee to concur in and execute any deed or instrument supplemental hereto or thereto embodying such modification, change or omission; (g) power to assent to any scheme for the reorganization of the Company or for the consolidation, amalgamation or merger of the Company with any other Company and for the selling or leasing of the undertaking, property and assets of the Company or any part thereof, if such reorganization, consolidation, amalgamation or merger otherwise would or might be prohibited hereby; (h) power to require the Trustee on having entered into and taken possession of the Collateral or any part thereof, or to authorize any receiver or receiver and manager in possession of the Collateral or any part thereof, to restore the same to the Company upon such conditions as such Extraordinary Resolution may specify; (i) power to authorize the Trustee (subject to the Trustee's consent and approval) or any other person to do all or any of the following, namely: (i) to bid or tender at any sale of the Collateral or any part thereof; (ii) to borrow the moneys required to make any deposit at said sale or to pay the balance of the purchase price and to grant, mortgage, pledge, charge and transfer the property so purchased or any part or parts of such property as security for the repayment of the moneys so borrowed and interest thereon, or to advance such moneys in which event the Trustee or person advancing such moneys shall have a lien, charge or privilege upon or a right of retention of the property so purchased for the amount so advanced and interest thereon; (iii) to hold any property so purchased (subject to any mortgage, charge, lien or transfer or to such right of retention to secure any moneys so borrowed or advanced) in trust for all the Holders at the time of such tender pro rata in proportion to the amounts due to them thereon respectively for principal and interest before the making of such tender; (iv) to sell, transfer and convey the whole or any part or parts of the property so purchased for such consideration and upon such terms and conditions as may be determined by such Extraordinary Resolution; and (v) until the sale, transfer and conveyance of the whole of such property so purchased, to maintain and operate such part of said property as has not been disposed of and for such purposes to borrow moneys and to grant, mortgage, pledge, charge and transfer the property so purchased, or any part or parts thereof, as security for the repayment of the moneys so borrowed, with interest thereon, or itself, himself or themselves, as the case may be, to advance such moneys, in which event it, he or they shall have a lien or charge or privilege upon or right of retention of the property so purchased for the amounts so advanced and interest thereon and otherwise to deal with such property and the proceeds of any sale, transfer or conveyance thereof as such Extraordinary Resolution may direct; (j) power to appoint and remove a committee (herein sometimes called a "Holders' Committee") to consult with the Trustee and to delegate to such Holders' Committee (subject to such limitations, if any, as may be prescribed in such Extraordinary Resolution) all or any of the powers which the Holders could exercise by Resolution or Extraordinary Resolution under the provisions hereof. The Extraordinary Resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such Holders' Committee. Such Holders' Committee shall consist of such number of persons as shall be prescribed in the Extraordinary Resolution appointing it and the members need not be themselves Holders. Subject to the Extraordinary Resolution appointing it, every such Holders' Committee may elect its chair and may make regulations respecting its quorum, the calling of meetings, the filling of vacancies occurring in its number, the manner in which it may act and its procedure generally and such regulations may provide that the Holders' Committee may act at a meeting at which a quorum is present or may act by minutes signed by a majority of the members thereof or the number of members thereof necessary to constitute a quorum, whichever is the greater. All acts of any such Holders' Committee within the authority delegated to it shall be binding upon all Holders; and (k) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct Holders; provided that no Extraordinary Resolution shall be approved, or if approved valid, where or to authorize the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation contained in this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in extent that such Extraordinary Resolution creates or purports to refrain from enforcing any such covenant create different rights or right; obligations for different Holders (dconsidered rateably) to waive, and to direct the Warrant Agent to waive, any default on the part of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal except with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the express consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporationall Holders.

Powers Exercisable by Extraordinary Resolution. In addition to all other the powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to of the provisions of Section 7.11, Debtholders shall have the power following powers exercisable from time to time by Extraordinary Resolution, subject in the case of the matters in paragraphs (a), (b), (c), (d) and (l) to receipt of the prior approval of the Toronto Stock Exchange or such other exchange, if any, on which the Debt Securities are then listed: (a) power to agree authorize the Indenture Trustee to grant extensions of time for payment of any principal, Premium or interest on the Debt Securities, whether or not the principal, Premium, or interest, the payment of which is extended, is at the time due or overdue; (b) power to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders the Debtholders or the Warrant Agent in its capacity as warrant agent hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders Indenture Trustee against the Corporation Trust, or against its property, whether such rights arise under this Indenture or the Debt Securities or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) power to direct assent to any modification of or change in or addition to authorize or omission from the Warrant Agent, subject to Section 9.2(2) hereof, to enforce any of the covenants on the part of the Corporation provisions contained in this Indenture or any Debt Security which shall be agreed to enforce by the Trust and to authorize the Indenture Trustee to concur in and execute any indenture supplemental hereto embodying any modification, change, addition or omission; (d) power to sanction any scheme for the reconstruction, reorganization or recapitalization of the rights Trust or for the consolidation, amalgamation or merger of the Registered Warrantholders Trust with any other Person or for the sale, leasing, transfer or other disposition of all or substantially all of the undertaking, property and assets of the Trust or any part thereof, provided that no such sanction shall be necessary in respect of any such transaction if the provisions of Section 10.1 shall have been complied with; (e) power to direct or authorize the Indenture Trustee to exercise any power, right, remedy or authority given to it by this Indenture in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (df) power to waive, and to direct the Warrant Agent Indenture Trustee to waive, any default on hereunder and/or cancel any declaration made by the part of the Corporation in complying with any provisions of this Indenture Trustee pursuant to Section 7.1 either unconditionally or upon any conditions condition specified in such Extraordinary Resolution; (eg) power to restrain any Registered Warrantholder Debtholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement purpose of enforcing payment of the principal, Premium or interest on the Debt Securities, or for the execution of any of the covenants on the part of the Corporation in this Indenture trust or to enforce any of the rights of the Registered Warrantholderspower hereunder; (fh) power to direct any Registered Warrantholder Debtholder who, as such, has brought any action, suit or proceeding to stay or discontinue or otherwise deal with the same upon payment, if the taking of such suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment shall have been permitted by Section 7.2, of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder Debtholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) power to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares units or other securities of the CorporationTrust; (j) power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the resolution) to exercise, and to direct the Indenture Trustee to exercise, on behalf of the Debtholders, such of the powers of the Debtholders as are exercisable by Extraordinary Resolution or other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of Persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debtholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings, the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debtholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by them in good faith; (k) power to remove the Indenture Trustee from office and to appoint a new Indenture Trustee or Indenture Trustees provided that no such removal shall be effective unless and until a new Indenture Trustee or Indenture Trustees shall have become bound by this Indenture; (l) power to sanction the exchange of the Debt Securities for or the conversion thereof into units, bonds, Debt Securities or other securities or obligations of the Trust or of any other Person formed or to be formed; (m) power to authorize the distribution in specie of any shares or securities received pursuant to a transaction authorized under the provisions of Section 9.11(l); and (n) power to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Debtholders or by any committee appointed pursuant to Section 9.11(j).

Powers Exercisable by Extraordinary Resolution. In addition to all other powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions prior written consent of Section 7.11, each Principal Securities Exchange (to the extent required by the rules and regulations thereof) shall have the power power, exercisable from time to time by Extraordinary Resolution: (a) to agree with the Corporation to any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or and/or the Warrant Agent Trustee in its capacity as warrant agent Warrant Trustee hereunder (subject to the Warrant Agent’s prior consent, acting reasonably) or on behalf of the Registered Warrantholders against the Corporation Corporation, whether such rights arise under this Indenture or the Warrants or otherwise; (b) to amend, alter amend or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) to direct or to authorize the Warrant AgentTrustee, subject to Section 9.2(2) hereofthe receipt of funding and indemnity, to enforce any of the covenants on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders in any manner specified in such Extraordinary Resolution or to refrain from enforcing any such covenant or right; (d) to waive, waive and to direct the Warrant Agent Trustee to waive, waive any default on the part of the Corporation in complying with any provisions of this Indenture or the Warrants either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to assent to any change in or omission from the provisions contained in this Indenture or the Warrant Certificates or any ancillary or supplemental instrument which is agreed to by the Corporation, and to authorize the Warrant Trustee to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (f) to assent to a compromise or arrangement with a creditor or creditors or a class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation; (g) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation contained in this Indenture or the Warrants or to enforce any of the rights of the Registered Warrantholders;; and (fh) to direct any Registered Warrantholder who, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same any such suit, action or proceeding, upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder in connection therewith; (g) to assent to any change in or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be agreed to by the Corporation, and to authorize the Warrant Agent to concur in and execute any ancillary or supplemental indenture embodying the change or omission; (h) with the consent of the Corporation, such consent not to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporation.

Powers Exercisable by Extraordinary Resolution. In ‌ Unless otherwise provided in this Indenture, a meeting of the Debentureholders shall, in addition to all other any powers conferred upon them by any other provisions of this Indenture or by law, the Registered Warrantholders at a meeting shall, subject to the provisions of Section 7.11hereinbefore given, have the power following powers, which shall be exercisable from time to time by Extraordinary Resolution: (a) Power to agree to sanction any modification, abrogation, alteration, compromise or arrangement of the rights of Registered Warrantholders or the Warrant Agent in its capacity as warrant agent hereunder holders of Debentures and/or the Trustee (subject to with the Warrant Agent’s prior consent, acting reasonably) or on behalf consent of the Registered Warrantholders Trustee) against the Corporation or against the Secured Property, whether such rights arise under this Indenture or the Debentures or otherwise; (b) to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Registered Warrantholders; (c) Power to direct or to authorize the Warrant AgentTrustee, subject to Section 9.2(2) hereoffunding and indemnity, to enforce exercise any of power, right, remedy or authority given to the covenants on the part of the Corporation contained in Trustee by this Indenture or to enforce any of the rights of the Registered Warrantholders in any manner specified in any such Extraordinary Resolution or to refrain from enforcing exercising any such covenant power, right, remedy or rightauthority; (dc) to waive, and Power to direct any holder of Debentures who as such has brought any action, suit or proceeding, to stay or discontinue or otherwise deal with the Warrant Agent to waivesame upon payment, any default on if the part taking of the Corporation in complying with any provisions of this Indenture either unconditionally or upon any conditions specified in such Extraordinary Resolution; (e) to restrain any Registered Warrantholder from taking or instituting any suit, action or proceeding against the Corporation for the enforcement of any of the covenants on the part of the Corporation in this Indenture or has been permitted pursuant to enforce any of the rights of the Registered Warrantholders; (f) to direct any Registered Warrantholder whoArticle 11, as such, has brought any suit, action or proceeding to stay or to discontinue or otherwise to deal with the same upon payment of the costs, charges and expenses reasonably and properly incurred by such Registered Warrantholder holder in connection therewith; (gd) Power to remove the Trustee from office and to appoint a new trustee or trustees, provided that, so long as an Event of Default has not occurred or has occurred but is not continuing, such removal or appointment, as the case may be, has been approved by the Corporation; (e) Power to restrain any holder of any Debenture outstanding hereunder from taking or instituting any suit, action or proceeding for the execution of any trust or power hereunder or for the appointment of a liquidator, interim receiver, receiver or receiver and manager or trustee in bankruptcy or to have the Corporation wound up or for any other remedy hereunder and to direct such holder of any Debenture to waive any default or defaults by the Corporation on which any suit or proceeding is founded; (f) Power to assent to any modification of or change in or addition to or omission from the provisions contained in this Indenture or any ancillary or supplemental instrument which may be has been agreed to by the Corporation, Corporation and to authorize the Warrant Agent Trustee to concur in and execute any ancillary deed supplemental to this Indenture embodying any such modification, change, addition or supplemental indenture embodying omission or any deeds, documents or writings authorized by such Extraordinary Resolution; (g) Power to appoint a committee with power and authority (subject to such limitations, if any, as may be prescribed in the change resolution) to exercise, and to direct the Trustee to exercise, on behalf of the Debentureholders, such of the powers of the Debentureholders which are exercisable by Extraordinary Resolution or omission;other resolution as shall be included in the resolution appointing the committee. The resolution making such appointment may provide for payment of the expenses and disbursements of and compensation to such committee. Such committee shall consist of such number of persons as shall be prescribed in the resolution appointing it and the members need not be themselves Debentureholders. Every such committee may elect its chairman and may make regulations respecting its quorum, the calling of its meetings, the filling of vacancies occurring in its number and its procedure generally. Such regulations may provide that the committee may act at a meeting at which a quorum is present or may act by resolutions or minutes signed by the number of members thereof necessary to constitute a quorum. All acts of any such committee within the authority delegated to it shall be binding upon all Debentureholders. Neither the committee nor any member thereof shall be liable for any loss arising from or in connection with any action taken or omitted to be taken by such committee or any of its members in good faith; and (h) with Power to amend, alter or repeal any Extraordinary Resolution previously passed or consented to by Debentureholders. The foregoing powers shall be deemed to be several and not dependent on each other and each subsection of this Section 16.2 and each power herein conferred shall, accordingly, be construed as complete in itself and not by reference to any other subsection or power in said section and the consent exercise of any one or more of such powers, or any combination of such powers, from time to time, shall not be deemed to exhaust the rights of the CorporationDebentureholders to exercise such power or powers, such consent not or combination of powers, thereafter from time to be unreasonably withheld, to remove the Warrant Agent or its successor in office and to appoint a new warrant agent or warrant agents to take the place of the Warrant Agent so removed; and (i) to assent to any compromise or arrangement with any creditor or creditors or any class or classes of creditors, whether secured or otherwise, and with holders of any shares or other securities of the Corporationtime.