Common use of Recognition of Dissenting Holders Clause in Contracts

Recognition of Dissenting Holders. (a) In no circumstances shall the Purchasers, the Company, the AP Preferred Equity Issuer, the Depositary or any other Person be required to recognize a Person exercising Dissent Rights (i) unless, as of the deadline for exercising Dissent Rights (as set forth in Section 3.1), such Person is the registered holder of those Common Shares or Preferred Shares, as applicable in respect of which such Dissent Rights are sought to be exercised, (ii) if such Person has voted or instructed a proxy holder to vote such Common Shares or Preferred Shares, as applicable, in favour of the Arrangement Resolution or the Preferred Shareholder Resolution, as applicable, or (iii) unless such Person has strictly complied with the procedures for exercising Dissent Rights and does not withdraw such dissent prior to the Effective Time. (b) For greater certainty, in no case shall the Purchasers, the Company, the AP Preferred Equity Issuer, the Depositary or any other Person be required to recognize Dissenting Holders as holders of the Common Shares or Preferred Shares, as applicable, in respect of which Dissent Rights have been validly exercised after the completion of the transfer under Section 2.3(d). (c) In addition to any other restrictions under Division 2 of Part 8 of the BCBCA, none of the following shall be entitled to exercise Dissent Rights: (i) holders of Incentive Securities (in their capacity as holders of Incentive Securities); (ii) Common Shareholders who vote or have instructed a proxyholder to vote Common Shares in favour of the Arrangement Resolution, (iii) Preferred Shareholders who vote or have instructed a proxyholder to vote Preferred Shares in favour of the Preferred Shareholder Resolution and (iv) the Purchasers or its affiliates.

Recognition of Dissenting Holders. (a1) In no circumstances shall the PurchasersSII, the CompanyTrust, the AP Preferred Equity Issuer, the Depositary CFCL or any other Person be required to recognize a Person exercising Dissent Rights (i) unless, as of the deadline for exercising Dissent Rights (as set forth in Section 3.1), unless such Person is the registered holder of those Class A Shares or Common Shares or Preferred Shares, as applicable in respect of which such Dissent Rights rights are sought to be exercised, (ii) if such Person has voted or instructed a proxy holder to vote such Common Shares or Preferred Shares, as applicable, in favour of the Arrangement Resolution or the Preferred Shareholder Resolution, as applicable, or (iii) unless such Person has strictly complied with the procedures for exercising Dissent Rights and does not withdraw such dissent prior to the Effective Time. (b2) For greater certainty, in no case shall the PurchasersSII, the CompanyTrust, the AP Preferred Equity Issuer, the Depositary CFCL or any other Person be required to recognize Dissenting Holders as holders of the Dissenting Class A Shares or Dissenting Common Shares after the completion of the transfer under Section 2.3(d), and the names of such Dissenting Holders shall be removed from the registers of holders of Class A Shares or Preferred Common Shares, as applicable, in respect of which Dissent Rights have been validly exercised after at the completion of same time as the transfer under applicable event described in Section 2.3(d). (c) occurs. In addition to any other restrictions under Division 2 of Part 8 section 191 of the BCBCAABCA, none of the following shall be entitled to exercise Dissent Rights: : (i) holders Class A Shareholders who vote or have instructed a proxyholder to vote any Class A Shares in favour of Incentive Securities the Class A Shareholder Arrangement Resolution (but only in their capacity as holders respect of Incentive Securitiessuch Class A Shares); and (ii) Common Shareholders who vote or have instructed a proxyholder to vote any Common Shares in favour of the Common Shareholder Arrangement ResolutionResolution (but only in respect of such Common Shares). (3) Dissenting Holders who validly withdraw their Dissent Rights or who are ultimately determined not to be entitled, (iiifor any reason, to be paid fair value for their Dissenting Class A Shares or Dissenting Common Shares, as applicable, shall be deemed to have participated in the Arrangement pursuant to Section 2.3(h) Preferred Shareholders who vote and Section 2.3(e), respectively, on the same basis as a non-dissenting holder of Class A Shares or have instructed a proxyholder to vote Preferred Shares in favour of the Preferred Shareholder Resolution and (iv) the Purchasers or its affiliatesCommon Shares, as applicable.

Recognition of Dissenting Holders. (a) In no circumstances shall the Purchasers, the Company, the AP Preferred Equity Issuer, the Depositary Parties or any other Person be required to recognize a Person exercising Dissent Rights unless such Person (ia) unless, is the registered holder of those Shares in respect of which such rights are sought to be exercised as of the record date of the Company Meeting and as of the deadline for exercising Dissent Rights (as set forth in Section 3.1), such Person is the registered holder of those Common Shares or Preferred Shares, as applicable in respect of which such Dissent Rights are sought to be exercised, Rights; (iib) if such Person has not voted or instructed a proxy holder proxyholder to vote such Common Shares or Preferred Shares, as applicable, in favour of the Arrangement Resolution or the Preferred Shareholder Resolution, as applicable, or ; and (iiic) unless such Person has strictly complied with the procedures for exercising Dissent Rights and does has not withdraw withdrawn such dissent prior to the Effective Time. (b) For greater certainty, in no case shall the Purchasers, the Company, the AP Preferred Equity Issuer, the Depositary Parties or any other Person be required to recognize Dissenting Holders as holders a holder of the Common Shares or Preferred Shares, as applicable, in respect of which Dissent Rights have been validly exercised after the completion of the transfer under Section 2.3(d2.03(c), and the names of such Dissenting Holders shall be removed from the register of Shareholders maintained by or on behalf of the Company as to those Shares in respect of which Dissents Rights have been validly exercised at the same time as the event described in Section 2.03(c) occurs. (c) In addition to any other restrictions under Division 2 of Part 8 section 190 of the BCBCACBCA, none of the following shall be entitled to exercise Dissent Rights: (i) holders of Incentive Securities (in their capacity as holders of Incentive Securities)Company Options; and (ii) Common Shareholders who vote or have instructed (or are deemed, by submission of an incomplete proxy, to have instructed) a proxyholder to vote Common the voting rights carried by the Shares held by such Shareholders in favour of the Arrangement Resolution. (d) Holders of Shares who withdraw, (iii) Preferred Shareholders who vote or are deemed to withdraw, their right to exercise Dissent Rights shall be deemed to have instructed a proxyholder participated in the Arrangement, commencing at the Effective Time on the same terms as non-Dissenting Holders and shall be entitled to vote Preferred Shares in favour of receive the Preferred Shareholder Resolution and (iv) Arrangement Consideration contemplated by Section 2.03, less any withholdings pursuant to Section 4.03, that such Dissenting Holders would have received pursuant to the Purchasers or its affiliatesArrangement if such Dissenting Holders had not exercised their Dissent Right.

Recognition of Dissenting Holders. (a1) In no circumstances case shall the Purchasers, the Company, the AP Preferred Equity IssuerPurchaser, the Depositary or any other Person be required to recognize a any Dissenting Shareholder or any other Person exercising Dissent Rights unless such Person (ia) unlessas of the record date for the Meeting, is the registered or beneficial holder of those Shares in respect of which such rights are sought to be exercised, (b) as of the deadline for exercising Dissent Rights (as set forth in Section 3.1)Rights, such Person is the registered holder of those Common Shares or Preferred Shares, as applicable in respect of which such Dissent Rights rights are sought to be exercised, exercised and (iic) if such Person has voted or instructed a proxy holder to vote such Common Shares or Preferred Shares, as applicable, in favour of the Arrangement Resolution or the Preferred Shareholder Resolution, as applicable, or (iii) unless such Person has strictly complied with the procedures for exercising Dissent Rights and does has not withdraw withdrawn such dissent prior to the Effective Time. (b2) For greater certainty, in In no case shall the Purchasers, the Company, the AP Preferred Equity Issuer, the Depositary Purchaser or any other Person be required to recognize Dissenting Holders as holders any holder of the Common Shares or Preferred Shares, as applicable, in respect of which who exercises Dissent Rights have been validly exercised as a holder of such Shares after the completion of the transfer under Section 2.3(d)2.3(16) and the names of such Dissenting Holders shall be removed from the registers of holders of Shares at the same time as the event described in Section 2.3(16) occurs. (c3) Shareholders who withdraw, or are deemed to withdraw, their right to exercise Dissent Rights shall be deemed to have participated in the Arrangement, as of the Effective Time, and shall be entitled to receive the Consideration to which Shareholders who have not exercised Dissent Rights are entitled under Section 2.3(19) hereof. (4) In addition to any other restrictions under Division 2 of Part 8 the Interim Order or Section 190 of the BCBCACBCA, none of the following shall be entitled to exercise Dissent Rights: (ia) holders of Incentive Securities (in their capacity as holders of Incentive Securities); (iib) Common Shareholders who vote voted or have instructed a proxyholder to vote Common Shares in favour of the Arrangement Resolution, ; (iiic) Preferred Shareholders who vote or have instructed a proxyholder to vote Preferred Shares in favour of the Preferred Shareholder Resolution Rollover Shareholders; and (ivd) the Purchasers or its affiliatesany Person who is not a registered holder of Shares.