Common use of Rights of Dissent Clause in Contracts

Rights of Dissent. Holders of Meta Shares may exercise rights of dissent with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange Time.

Rights of Dissent. Holders (a) In connection with the Arrangement, registered holders of Meta EMV Shares may exercise rights of dissent (“Dissent Rights”) with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in sections 237 to 247 of the OBCA BCBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement 4.01 (the “Dissent RightsProcedures”); provided that, notwithstanding Section 185(6paragraph 242(1)(a) of the OBCABCBCA, the written objection to the resolution approving the EMV Arrangement Resolution referred to in Section 185(6paragraph 242(1)(a) of the OBCA BCBCA must be received by Meta EMV not later than 5:00 p.m. (Toronto Vancouver time) on the second day that is two Business Day Days before the Meta Meeting; date of the EMV Meeting or any date to which the EMV Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta SharesEMV Shares (A) shall be deemed to have transferred such EMV Shares to Xos as provided for in Section 3.01(b) without any further act or formality and free and clear of all liens, claims and encumbrances; (B) will be entitled to be paid the fair value of such EMV Shares by Xos, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCABCBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time day before the EMV Arrangement Resolution was adopted at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall EMV Meeting; (C) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta EMV Shares; and (D) 100% of any such payment of fair value will be satisfied in Xos Shares with the value of such Xos Shares being based on the volume weighted average price of the Xos Shares on Nasdaq for the five trading days preceding the day the EMV Arrangement Resolution is passed; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, EMV Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta EMV Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the receive consideration for their EMV Shares as provided for in Section 2.3(c3.01(c), but in no case shall MetaEMV, RTO Acquiror, Canco, the Depositary Xos or any other person be required to recognize any such holder persons as a holder holders of Meta EMV Shares after the Exchange Effective Time, and the names of each such holder persons shall be deleted removed from the register registers of holders of Meta EMV Shares at the Exchange TimeEffective Time as provided for in Section 3.01. (b) In addition to any other restrictions set forth in the BCBCA and the Interim Order, none of the following shall be entitled to Dissent Rights: (i) EMV Shareholders who vote in favour of the EMV Arrangement Resolution; and (ii) any holder of any EMV DSUs, EMV PSUs, EMV RSUs and EMV Options.

Rights of Dissent. Holders of Meta Shares (a) Registered Corporation Shareholders may exercise rights of dissent with respect to those Meta their Corporation Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section in section 185 of the OBCA as modified by the Interim Order and this Section 3.1 Article 4 in connection with the Arrangement (the “Dissent Rights”); , provided that, notwithstanding Section subsection 185(6) of the OBCA, the written notice setting forth such a registered Corporation Shareholder’s objection to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta the Purchaser not later than 5:00 p.m. (Toronto time) on the second Business Day before business day which is two business days preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders’ Meeting; (b) Corporation Shareholders who duly properly exercise their Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta their Corporation Shares to the Corporation as of the Exchange Effective Time at as set out in Section 3.1(a) hereof. If such Corporation Shareholders are ultimately entitled to be paid the fair value of for their Corporation Shares by the Meta Shares determined as of Corporation pursuant to the Exchange Time in accordance with Section 2.2(a)Dissent Rights, without any further act or formality and free and clear of all Encumbrances, to Meta and shall the Corporation Shareholders will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of Rights; provided however that if any such Meta Shares; or (b) Corporation Shareholder is not ultimately are determined not to be entitled, for any reason, to be paid the fair value for their Meta Corporation Shares, such Corporation Shareholder shall be deemed to have participated in the Arrangement Arrangement, as at the Effective Time, on the same basis as a non-dissenting holder of Meta Corporation Shares who has not exercised Dissent Rights and shall be deemed electing to have elected their Corporation Shares acquired by the Purchaser in accordance with Section 3.3(a)(i). (c) In addition to receiveany other restrictions under section 185 of the OBCA, and Corporation Shareholders who vote or have instructed a proxyholder to vote such Corporation Shares in favour of the Arrangement Resolution shall receivenot be entitled to exercise Dissent Rights. (d) In no circumstances shall the Corporation, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, CancoPurchaser, the Depositary Depositary, the registrar and transfer agent in respect of the Corporation Shares or any other person be required to recognize a person exercising Dissent Rights unless such person is the registered holder of those Corporation Shares in respect of which such rights are sought to be exercised. (e) In no case shall the Corporation, the Purchaser, the Depositary, the registrar and transfer agent in respect of the Corporation Shares or any such holder other person be required to recognize a Dissenting Shareholder as a holder of Meta Corporation Shares after the Exchange Time, Effective Time and the names name of each such holder Dissenting Shareholder shall be deleted from the register of holders of Meta Corporation Shares as at the Exchange TimeEffective Time as provided in Section 3.1(a).

Rights of Dissent. Holders of Meta Shares Pursuant to the Amendment Interim Order, each registered Company Shareholder may exercise rights of dissent with respect to those Meta Shares pursuant to, (“Dissent Rights”) under Section 238 of the BCBCA and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Sections 242 to 247 of the OBCA and BCBCA, all as modified by this Section 3.1 Article 4 as the same may be modified by the Amendment Interim Order or the Amendment Final Order in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) respect of the OBCAAmended Arrangement, provided that the written objection notice of dissent to the resolution approving the Arrangement referred to in Resolution contemplated by Section 185(6) 242 of the OBCA BCBCA must be sent to and received by Meta the Company not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Company Shareholders who duly validly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value by the Purchaser, for their Meta Shares, the Dissenting Shares in respect of which fair valuethey have exercised Dissent Rights, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Time, shall will be deemed to have transferred those Meta irrevocably surrendered such Dissenting Shares to the Company pursuant to Section 3.2(a) in consideration of such fair value, and each such Company Share so surrendered shall be cancelled and in no case will the Company or the Purchaser or any other Person be required to recognize such holders as holders of Company Shares after the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)Amendment Time, without any further act or formality and free and clear of all Encumbrances, each Dissenting Company Shareholder will cease to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights rights of a Company Shareholder in respect of the Company Shares in relation to which such Meta SharesDissenting Company Shareholder has exercised Dissent Rights and the securities register of the Company will be amended to reflect that such former holder is no longer the holder of such Company Shares as at and from the Amendment Time; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, shall will be deemed to have participated in the Amended Arrangement on the same basis as a holder of Meta Shares Company Shareholder who has not exercised Dissent Rights and Rights. In addition to any other restrictions set forth in the BCBCA, none of the following Persons shall be deemed entitled to exercise Dissent Rights: (i) Company Optionholders (with respect to any Company Options); (ii) Company RSU Holders (with respect to any Company RSUs); (iii) Company Compensation Option Holders (with respect to any Company Compensation Options); and (iv) Company Shareholders who vote in favour of, or who have elected instructed a proxyholder to receive, and shall receivevote in favour of, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeResolution.

Rights of Dissent. Holders of Meta Shares Pursuant to the Interim Order, each registered Company Shareholder may exercise rights of dissent with respect to those Meta Shares pursuant to, (“Dissent Rights”) under Section 238 of the BCBCA and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Sections 242 to 247 of the OBCA and BCBCA, all as modified by this Section 3.1 Article 4 as the same may be modified by the Interim Order or the Final Order in connection with respect of the Arrangement, provided that the written notice of dissent to the Arrangement (the “Dissent Rights”); provided that, notwithstanding Resolution contemplated by Section 185(6) 242 of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA BCBCA must be sent to and received by Meta the Company not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Company Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Company Shareholders who duly validly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value by the Purchaser, for their Meta Shares, the Dissenting Shares in respect of which fair valuethey have exercised Dissent Rights, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Time, shall will be deemed to have irrevocably transferred those Meta such Dissenting Shares to the Purchaser pursuant to Section 3.1(a) in consideration of such fair value, and in no case will the Company or the Purchaser or any other Person be required to recognize such holders as holders of Company Shares after the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)Effective Time, without any further act or formality and free and clear of all Encumbrances, each Dissenting Company Shareholder will cease to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights rights of a Company Shareholder in respect of the Company Shares in relation to which such Meta SharesDissenting Company Shareholder has exercised Dissent Rights and the securities register of the Company will be amended to reflect that such former holder is no longer the holder of such Company Shares as at and from the Effective Time; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, shall will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Company Shareholder who has not exercised Dissent Rights and Rights. In addition to any other restrictions set forth in the BCBCA, none of the following Persons shall be deemed entitled to exercise Dissent Rights: (i) Company Optionholders (with respect to any Company Options); (ii) Company RSU Holders (with respect to any Company RSUs); (iii) Company Compensation Option Holders (with respect to any Company Compensation Options); and (iv) Company Shareholders who vote in favour of, or who have elected instructed a proxyholder to receive, and shall receivevote in favour of, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeArrangement Resolution.

Rights of Dissent. Nothing in this Plan of Arrangement or the transactions contemplated hereby shall affect, reduce or derogate from the rights of Continuance Dissenting Shareholders to be paid fair value by Sulliden (or Amalco as its successor) for their Sulliden Shares under section 378 of the QBCA. A Continuance Dissenting Shareholder shall not be entitled to exercise Arrangement Dissent Rights. Holders of Meta Sulliden Shares (other than Continuance Dissenting Shareholders) may exercise dissent rights of dissent ("Arrangement Dissent Rights") in connection with respect the Arrangement pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 of the OBCA OBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)4.1; provided that, notwithstanding Section subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section subsection 185(6) of the OBCA must be received by Meta Sulliden not later than 5:00 4:30 p.m. (Toronto time) on the second Business Day before immediately preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Sulliden Meeting (as it may be adjourned or postponed from time to time). Dissenting Shareholders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Sulliden Shares held by them, and in respect of which Dissent Rights have been validly exercised, to Rio Alto, free and whoclear of all Liens, as provided in Section 2.3(a) above and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Sulliden Shares, which fair value, notwithstanding anything will be entitled to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as of the Exchange Time at paid the fair value by Rio Alto (or by Amalco in the case of the Meta Shares determined as a Continuance Dissenting Shareholder) of the Exchange Time in accordance with Section 2.2(a)such Sulliden Shares, without any further act or formality and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Sulliden Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Sulliden Shares, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange Timenon- dissenting Sulliden Shareholder.

Rights of Dissent. Holders of Meta Shares (a) Pursuant to the Interim Order, registered Minefinders Shareholders may exercise rights of dissent (“Dissent Rights”) under section 185 of the OBCA, as modified by this Article 4, the Interim Order and the Final Order, with respect to those Meta Minefinders Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided thatprovided, notwithstanding Section 185(6) of the OBCAhowever, that the written notice setting forth the objection of such registered Minefinders Shareholders to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta Minefinders not later than 5:00 p.m. (Toronto time) on the second Business Day that is two (2) Business Days before the Meta MeetingMinefinders Meeting or any date to which the Minefinders Meeting may be postponed or adjourned; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta SharesMinefinders Shares by Pan American, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Timeclose of business on the day before the Effective Date, shall be deemed to have transferred those Meta their Minefinders Shares as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time to Pan American in accordance with Section 2.2(aSubsection 3.1(b), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Minefinders Shares shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta Minefinders Shares who has and shall be entitled to receive only the Consideration that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Rights on the basis determined in accordance with Subsections 3.1(c) and 3.3(b) above (subject to Section 3.5). (b) In no circumstances shall Minefinders, Pan American or any other Person be deemed required to have elected recognize a Person as a Dissenting Shareholder unless such Person is a registered holder of those Minefinders Shares in respect of which such rights are sought to receivebe exercised. (c) For greater certainty, and shall receive, the consideration provided in Section 2.3(c), but in no case shall MetaMinefinders, RTO Acquiror, Canco, the Depositary Pan American or any other person Person be required to recognize any such holder Dissenting Shareholders as a holder holders of Meta Minefinders Shares after the Exchange Effective Time, and the names of each such holder all Dissenting Shareholders shall be deleted from the register of Minefinders Shareholders as of the Effective Time. In addition to any other restrictions under section 185 of the OBCA and, for greater certainty, none of the following shall be entitled to exercise Dissent Rights: (i) holders of Meta Shares at Minefinders Options; and (ii) Minefinders Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders Pursuant to the Interim Order, registered holders of Meta Chemesis Common Shares may exercise rights of dissent with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) under section 238 of the OBCABCBCA, as modified by this Article 5, the Interim Order and the Final Order, with respect to Chemesis Common Shares in connection with the Arrangement, provided that the written notice setting forth the objection of such registered Chemesis Shareholders to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta Chemesis not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Meeting; Meeting or any date to which the Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions that holders who exercise such rights of Section 185 of the OBCA, Meta Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Dissent Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCABCBCA, shall be determined as immediately prior to the approval of the Exchange TimeArrangement Resolution, shall be deemed to have transferred those Meta their Dissent Shares to Chemesis as of the Exchange Effective Time at in consideration for a debt claim against Chemesis to be paid the fair value of the Meta such Dissent Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta SharesRights; orand (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Chemesis Common Shares shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeChemesis Common Shares.

Rights of Dissent. Holders of Meta Shares (a) Pursuant to the Interim Order, Liquid Shareholders may exercise rights of dissent (“Dissent Rights”) under Division 2 of Part 8 of the BCBCA, as modified by this Article 4, the Interim Order and the Final Order, with respect to those Meta Liquid Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); Arrangement, provided that, notwithstanding Section 185(6) of the OBCA, that the written notice setting forth the objection of such registered Liquid Shareholders to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta Liquid not later than 5:00 p.m. (Toronto time) on the second Business Day business day that is two (2) business days before the Meta Meeting; Liquid Meeting or any date to which the Liquid Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders that holders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta Liquid Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Timeclose of business on the day before the Effective Date, shall be deemed to have transferred those Meta their Liquid Shares to LBIX as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)Effective Time, without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other in consideration for the payment or considerationby LBIX of the fair value thereof, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Sharescash; orand (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Liquid Shares shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta Liquid Shares who has and shall be entitled to receive only the consideration contemplated in Section 3.1(a) hereof that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Rights; (b) in no circumstances shall Liquid, LBIX or any other Person be required to recognize a Person exercising Dissent Rights and shall unless such Person is a registered holder of those Liquid Shares in respect of which such rights are sought to be deemed to have elected to receiveexercised; and (c) for greater certainty, and shall receive, the consideration provided in Section 2.3(c), but in no case shall MetaLiquid, RTO Acquiror, Canco, the Depositary LBIX or any other person Person be required to recognize any such holder Dissenting Shareholders as a holder of Meta Shares Liquid Shareholders after the Exchange Effective Time, and the names of each such holder Dissenting Shareholders shall be deleted from the register of Liquid Shareholders as of the Effective Time. In addition to any other restrictions under Division 2 of Part 8 of the BCBCA, and for greater certainty, none of the following shall be entitled to exercise Dissent Rights: (i) holders of Meta Shares at Liquid Options or Liquid Warrants; and (ii) Liquid Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders of Meta Shares (a) Registered Shareholders may exercise rights of dissent Dissent Rights with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 any exchangeable shares held by such holder in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6) 242 of the OBCABCBCA, the written objection to the resolution approving the Arrangement referred to in Resolution contemplated by Section 185(6) 242 of the OBCA BCBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day before that is two (2) Business Days immediately preceding the Meta Meeting; and provided further thatdate of the Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Shareholder who duly exercises such holder’s Dissent Rights shall, notwithstanding anything to the provisions of contrary in Section 185 245 of the OBCABCBCA, Meta Shareholders who duly exercise Dissent Rights and who have not withdrawn or been be deemed to have withdrawn transferred for cancellation the exchangeable shares held by such exercise holder and in respect of which Dissent Rights have been validly exercised to the Company free and whoclear of all Encumbrances (other than the right to be paid fair value for such exchangeable shares as set out in this Section 4.1), as provided in Section 3.1(b) and if they: (ai) ultimately are determined to be entitled to be paid fair value for their Meta Sharessuch exchangeable shares: (A) shall be deemed not to have participated in the transactions in Article 3 (other than Section 3.1(b) and 3.1(c)); (B) will be entitled to be paid by the Company the fair value of such exchangeable shares, which fair value, notwithstanding anything value shall be determined in accordance with the procedures applicable to the contrary contained payout value set out in Section 185 Sections 244 and 245 of the OBCA, shall be BCBCA and determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and (C) shall not be entitled to any other payment or consideration, including any payment or consideration that would be payable or issuable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Sharesexchangeable shares; or (bii) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesexchangeable shares, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta exchangeable shares and shall be entitled to receive only the New Exchangeable Shares who has in accordance with Section 3.1(d) that such holder would have received pursuant to the Arrangement if such Registered Shareholder had not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), Rights; but in no case shall Meta, RTO Acquiror, Canco, the Depositary Company or the New Corporation or any other person Person be required to recognize any such holder Persons as a holder holders of Meta Shares exchangeable shares after the Exchange Effective Time, and the names of each such holder Persons shall be deleted from the register of holders of Meta Shares exchangeable shares at the Exchange Effective Time. (b) In addition to any other restrictions set forth in the BCBCA and the Interim Order, Registered Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Arrangement Resolution shall not be entitled to exercise Dissent Rights.

Rights of Dissent. Holders (a) Registered holders of Meta Silvermex Shares may exercise rights of dissent (“Dissent Rights”) with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 237 to 247 of the OBCA Business Corporations Act and this Section 3.1 (the “Dissent Procedures”) in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6subsection 242(a) of the OBCABusiness Corporations Act, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 242(a) of the OBCA Business Corporations Act must be received by Meta Silvermex not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day business day that is two business days before the Meta Meeting; Meeting Date or any date to which the Silvermex Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, Silvermex Shares shall be deemed to have transferred those Meta such Silvermex Shares to First Majestic as of the Exchange Effective Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrancesliens, to Meta claims and shall not be entitled to any other encumbrances, in consideration for the payment or considerationby First Majestic of the fair value thereof, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Sharescash; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Silvermex Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Silvermex Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, receive Share Consideration on the consideration provided basis determined in accordance with Section 2.3(c2.3(f), ; but in no case shall MetaFirst Majestic, RTO Acquiror, Canco, the Depositary Silvermex or any other person Person be required to recognize any such holder Persons as a holder holders of Meta Silvermex Shares after the Exchange Effective Time, and the names of each such holder Persons shall be deleted from the register registers of holders of Meta Silvermex Shares at the Exchange Effective Time. (b) In addition to any other restrictions set forth in the Business Corporations Act, none of the following shall be entitled to exercise Dissent Rights: (i) Silvermex Optionholders; (ii) Silvermex Warrantholders; and (iii) Silvermex Shareholders who vote in favour of the Arrangement Resolution.

Rights of Dissent. Holders of Meta Shares Pursuant to the Interim Order, each registered Company Shareholder may exercise rights of dissent with respect to those Meta Shares pursuant to, (“Dissent Rights”) under Section 238 of the BCBCA and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Sections 242 to 247 of the OBCA and BCBCA, all as modified by this Section 3.1 Article 4 as the same may be modified by the Interim Order or the Final Order in connection with respect of the Arrangement, provided that the written notice of dissent to the Arrangement (the “Dissent Rights”); provided that, notwithstanding Resolution contemplated by Section 185(6) 242 of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA BCBCA must be sent to and received by Meta the Company not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Company Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Company Shareholders who duly validly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value by the Purchaser, for their Meta Shares, the Dissenting Shares in respect of which fair valuethey have exercised Dissent Rights, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Time, shall will be deemed to have transferred those Meta irrevocably surrendered such Dissenting Shares to the Company pursuant to Section 3.1(a) in consideration of such fair value, and each such Company Share so surrendered shall be cancelled and in no case will the Company or the Purchaser or any other Person be required to recognize such holders as holders of Company Shares after the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)Effective Time, without any further act or formality and free and clear of all Encumbrances, each Dissenting Company Shareholder will cease to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights rights of a Company Shareholder in respect of the Company Shares in relation to which such Meta SharesDissenting Company Shareholder has exercised Dissent Rights and the securities register of the Company will be amended to reflect that such former holder is no longer the holder of such Company Shares as at and from the Effective Time; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, shall will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Company Shareholder who has not exercised Dissent Rights and Rights. In addition to any other restrictions set forth in the BCBCA, none of the following Persons shall be deemed entitled to exercise Dissent Rights: (i) Company Optionholders (with respect to any Company Options); (ii) Company RSU Holders (with respect to any Company RSUs); (iii) Company Compensation Option Holders (with respect to any Company Compensation Options); and (iv) Company Shareholders who vote in favour of, or who have elected instructed a proxyholder to receive, and shall receivevote in favour of, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders of Meta Shares (a) Pursuant to the Interim Order, each registered Shareholder may exercise rights of dissent with respect (“Dissent Rights”) pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 of the OBCA OBCA, as modified by this Article 4 and this Section 3.1 in connection with the Interim Order; provided, however, that written objection to the Arrangement (Resolution, in the “Dissent Rights”); provided that, notwithstanding Section manner contemplated by Subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be sent to and received by Meta not Aphria by no later than 5:00 4:00 p.m. (Toronto time) on the second Business Day before immediately prior to the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (ai) are ultimately are determined to be entitled to be paid by Aphria, the fair value for their Meta Shares, Aphria Shares in respect of which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall they have exercised Dissent Rights will be deemed to have irrevocably transferred those Meta such Aphria Shares as to Aphria pursuant to Section 3.1(b)(i) in consideration of the Exchange Time at the such fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Aphria Shares; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid by Aphria, the fair value for their Meta Shares, shall Aphria Shares in respect of which they have exercised Dissent Rights will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Shareholder who has not exercised Dissent Rights Rights, as at and shall from the time specified in Section 3.1(b)(i) and be deemed entitled to have elected to receive, and shall receive, receive only the consideration provided set forth in Section 2.3(c), 3.1(b)(i) that such holder would have received if such holder had not exercised Dissent Rights; but in no case shall Meta, RTO Acquiror, Canco, the Depositary will Aphria or Tilray or any other person be required to recognize any such holder holders as a holder holders of Meta Aphria Shares after the Exchange Timecompletion of the steps set forth in Section 3.1(b), and each Aphria Dissenting Shareholder will cease to be entitled to the names rights of each a Shareholder in respect of Aphria Shares in relation to which such Aphria Dissenting Shareholder has exercised Dissent Rights and the central securities register of Aphria will be amended to reflect that such former holder shall be deleted is no longer the holder of such Aphria Shares as and from the register Effective Time and that such Aphria Shares have been cancelled. For greater certainty, and in addition to any other restriction under Section 185 of the OBCA, a Shareholder who has voted, or instructed a proxyholder to vote, in favour of the Arrangement Resolution shall not be entitled to exercise Dissent Rights with respect to the Arrangement. (b) For greater certainty in accordance with the OBCA, none of the following are entitled to exercise Dissent Rights: (i) holders of Meta Aphria Options; (ii) holders of Continuing Aphria Options, (iii) holders of Aphria RSUs, (iv) holders of Continuing Aphria RSUs, (v) holders of Aphria DSUs, (vi) holder of Continuing Aphria DSUs, (vii) holders of 2016 Aphria Warrants, and (viii) holders of Aphria Shares at who vote in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders (1) Registered holders of Meta the Company Shares may exercise rights of dissent in connection with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1)Arrangement under section 238 of the BCBCA, in the manner set forth in, Section 185 in sections 237 to 247 of the OBCA BCBCA, as modified by the Interim Order, the Final Order and this Section 3.1 in connection with the Arrangement 4.1 (the “Dissent Rights”); provided that, that notwithstanding Section 185(6subsection 242(1)(a) of the OBCABCBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 242(1)(a) of the OBCA BCBCA must be received by Meta the Company not later than 5:00 4:00 p.m. (Toronto Vancouver time) on two (2) Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Meeting (as it may be adjourned or postponed from time to time). (2) Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid by the Company the fair value for their Meta Shares, the Company Shares in respect of which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall they have exercised Dissent Rights will be deemed to have irrevocably transferred those Meta such Company Shares as to the Company pursuant to Section 3.1(1) in consideration of the Exchange Time at the such fair value of paid by the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Company and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Company Shares; or. (b3) Dissenting Shareholders who are ultimately are determined not to be entitled, for any reason, to be paid by the Company the fair value for their Meta Shares, shall the Company Shares in respect of which they have exercised Dissent Rights will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Company Shareholder who has not exercised Dissent Rights Rights, as at and shall from the Effective Time and be deemed entitled to have elected to receive, and shall receive, receive only the consideration provided set forth in Section 2.3(c), but in 3.1 that such holder would have received if such holder had not exercised Dissent Rights. (4) In no case shall Meta, RTO Acquiror, Canco, will the Depositary Company or the Purchaser or any other person be required to recognize any such holder a Person exercising Dissent Rights as a holder of Meta Company Shares after the Exchange Effective Time, and each Dissenting Shareholder will cease to be entitled to the names rights of each a Company Shareholder in respect of Company Shares in relation to which such Dissenting Shareholder has exercised Dissent Rights and the central securities register of the Company will be amended to reflect that such former holder shall be deleted is no longer the holder of such Company Shares as and from the register Effective Time. (5) For greater certainty, in accordance with the BCBCA, none of the following are entitled to exercise Dissent Rights: (i) holders of Meta Company Options; (ii) holders of Company RSUs; (iii) holders of Company Warrants; (iv) holders of Company MVS Warrants; and (v) holders of Company Shares at who vote, or have instructed a proxyholder to vote, in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders of Meta Each Inco Shareholder may, with respect to the Inco Common Shares may held by such Inco Shareholder, including for greater certainty Inco Restricted Shares, exercise rights of dissent with respect pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 190 of the OBCA CBCA, the Interim Order and this Section 3.1 in connection with the Arrangement section 4.1 (the “Dissent Rights”)) in connection with the Arrangement; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the Inco resolution approving the Arrangement referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta Inco not later than 5:00 p.m. (Toronto time) on the second Business Day before preceding the Meta Inco Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and . Each Inco Shareholder who: (a) ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, is a Dissenting Shareholder shall be deemed to have transferred those Meta the Inco Common Shares as of held by such Dissenting Shareholder to Pxxxxx Dodge Subco immediately prior to the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time transfers described in accordance with Section 2.2(a), section 3.2(a) without any further act or formality and free and clear of all Encumbrancesliens, claims and encumbrances, with Pxxxxx Dodge Subco being obligated to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under pay such Dissenting Shareholder in consideration therefor the Arrangement had such holder not exercised their Dissent Rights in respect fair value of such Meta Inco Common Shares, which fair value, notwithstanding anything to the contrary in the CBCA, if permitted by the Court, shall be determined as of the Effective Time, and the name of such Dissenting Shareholder will be removed from the register of holders of Inco Common Shares and Pxxxxx Dodge Subco will be recorded as the registered holder of the Inco Common Shares so transferred and will be deemed to be the legal and beneficial owner of such Inco Common Shares; or (b) withdraws such exercise of Dissent Rights or is ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, such Person’s Inco Common Shares shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has not exercised Dissent Rights and shall will be deemed to have elected transferred each of such Person’s Inco Common Shares to receivePxxxxx Dodge Subco in exchange for Pxxxxx Dodge Common Shares and cash at the time and on the terms set out in section 3.2(a), and shall receive, the consideration provided in Section 2.3(c), but in no case shall MetaPxxxxx Dodge, RTO AcquirorPxxxxx Dodge Subco, CancoInco, the Depositary Amalco or any other person Person be required to recognize any such holder Inco Shareholder as a holder of Meta Shares an Inco Shareholder after the Exchange Effective Time, and the names name of each such holder Inco Shareholder shall be deleted removed from the register of holders of Meta Inco Common Shares at the Exchange Effective Time.

Rights of Dissent. Holders of Meta Shares (a) Registered Company Shareholders may exercise dissent rights of dissent with respect to those Meta the Company Shares held by such holders (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 190 of the OBCA CBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)6.1; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto Calgary time) on five (5) Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting (as it may be adjourned or postponed from time to time). (b) Dissenting Holders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Company Shares held by them and in respect of which Dissent Rights have been validly exercised to the Company free and whoclear of all Liens, as provided in Section 3.1(a), and if they: (ai) ultimately are determined to be entitled to be paid fair value for their Meta such Company Shares: (A) they shall be deemed not to have participated in the transactions in Article 3 (other than Section 3.1(a)); (B) will be entitled to be paid an amount equal to the fair value of such Company Shares by the Company (with Company funds and not funds directly or indirectly provided by the Purchaser or any affiliate of the Purchaser), which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, value shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (C) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder Dissenting Holder not exercised their Dissent Rights in respect of such Meta Company Shares; or (bii) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Company Shares, shall they shall: (A) be deemed to have participated in the Arrangement Arrangement, commencing at the Effective Time, on the same basis as a holder non-Dissenting Holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeCompany Shares.

Rights of Dissent. Holders of Meta Shares Each Shareholder may exercise rights of dissent with respect (“Dissent Rights”) pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 242 of the OBCA BCBCA, the Interim Order and this Section 3.1 4.1 (the “Dissent Procedures”) in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6242(3) of the OBCABCBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6242(3) of the OBCA BCBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day before last business day preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Meeting Date. Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value by the Purchaser for their Meta Shares, the Shares in respect of which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall they have validly exercised Dissent Rights will be deemed to have irrevocably transferred those Meta such Shares as of to the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and Purchaser (free and clear of all Encumbrances, any Liens) pursuant to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under Section 3.1(a) as of the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta SharesEffective Time; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value by the Purchaser for their Meta Shares, shall the Shares in respect of which they have exercised Dissent Rights will be deemed to have participated in the Arrangement on the basis set forth in Section 3.1(e) on the same basis as a holder of Meta Shares the Shareholders who has did not exercised exercise Dissent Rights and shall will be deemed to have elected irrevocably transferred such Shares to receive, the Purchaser (free and shall receive, clear of any Liens) pursuant to Section 3.1(e) as of the consideration provided in Section 2.3(c), Effective Time; (c) but in no case shall Meta, RTO Acquiror, Cancowill the Company, the Depositary Purchaser or Digital River or any other person person, including the Depositary, be required to recognize any such holder Dissenting Shareholder as a holder of Meta Shares after the Exchange Effective Time, and the names of each such holder Dissenting Shareholders will he removed from the securities register of the Company at the Effective Time. For greater certainty, and in addition to any other restriction under Section 242 of the BCBCA, neither: (i) Optionholders, nor (ii) Warrantholders, nor (iii) Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Arrangement Resolution, shall be deleted from the register of holders of Meta Shares at the Exchange Timeentitled to exercise Dissent Rights.

Rights of Dissent. Holders Registered holders of Meta Nu-Gro Common Shares may exercise rights of dissent with respect Dissent Rights pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section in section 185 of the OBCA and in this Section 3.1 in connection with the Arrangement (Resolution as the “Dissent Rights”)same may be modified by the Interim Order or the Final Order; provided that, notwithstanding Section subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section subsection 185(6) of the OBCA must be received by Meta not later than Nu-Gro before 5:00 p.m. (Toronto time) on the second Business Day before immediately preceding the Meta Meeting; and provided further that, notwithstanding the provisions . Registered holders of Section 185 of the OBCA, Meta Shareholders Nu-Gro Common Shares who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid the fair value for of their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, Nu-Gro Common Shares shall be deemed to have transferred those Meta Shares as such shares to Subco on the Effective Date contemporaneously with the second step of the Exchange Time at the fair value this Plan of the Meta Shares determined as of the Exchange Time Arrangement set out in accordance with Section Subsection 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares) being effective; or (b) are ultimately are determined not to be entitled, for any reason, entitled to be paid the fair value for their Meta Shares, Nu-Gro Common Shares shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has not exercised Dissent Rights any non-dissenting Shareholder as at and shall be deemed to have elected to receive, and shall receive, from the consideration provided in Section 2.3(c)Effective Date, but in no case shall MetaNu-Gro, RTO AcquirorUnited, CancoSubco, the Depositary Subco Amalco, Amalco or any other person be required to recognize any such holder holders as a holder holders of Meta Nu-Gro Common Shares after the Exchange TimeEffective Date, and the names of each such holder holders shall be deleted from the register of holders Shareholders on the Effective Date. In addition to any other restrictions in section 185 of Meta Shares at the Exchange TimeOBCA, none of the following shall be entitled to exercise Dissent Rights: (i) any Holdco in respect of which a Holdco Election has been made; (ii) Optionholders; and (iii) Shareholders who vote in favour of the Arrangement Resolution, enter into a Holdco Agreement or make a Holdco Election and have not revoked such vote or election or terminated such agreement.

Rights of Dissent. Holders of Meta Shares Each registered Shareholder may exercise rights of dissent with respect (“Dissent Rights”) pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 under Division 2 of Part 8 of the OBCA BCBCA, the Interim Order and this Section 3.1 ARTICLE 4 in connection with the Arrangement (the “Dissent Rights”); Arrangement, provided that, notwithstanding Section 185(6) of the OBCA, that the written objection to the resolution approving the Arrangement referred to in Resolution contemplated by Section 185(6) 242 of the OBCA BCBCA must be sent to and received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day Company at least two days before the Meta Company Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value by the Purchaser for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall will be deemed to have irrevocably transferred those Meta such Dissenting Shares as of to the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time Purchaser pursuant to Section 3.1(f) in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect consideration of such Meta Sharesfair value; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, shall will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Shareholder who has not exercised Dissent Rights Rights, as at and shall from the time specified in Section 3.1(f) and be deemed entitled to have elected to receive, and shall receive, receive only the consideration provided set forth in Section 2.3(c3.1(e), ; but in no case shall Meta, RTO Acquiror, Canco, will the Depositary Company or the Purchaser or any other person be required to recognize any such holder holders as a holder holders of Meta Shares after the Exchange Timecompletion of the steps set forth in Section 3.1, and each Dissenting Shareholder will cease to be entitled to the names rights of each a Shareholder in respect of the Shares in relation to which such Dissenting Shareholder has exercised Dissent Rights and the central securities register of the Company will be amended to reflect that such former holder shall be deleted is no longer the holder of such Shares as and from the register completion of holders the steps in Section 3.1. For greater certainty, and in addition to any other restriction under Section 242 of Meta Shares at the Exchange TimeBCBCA, no Optionholder or RSU holder, or a Shareholder who has voted (or instructed a proxyholder to vote) in favour of the Arrangement Resolution, will be entitled to exercise Dissent Rights.

Rights of Dissent. Holders Registered holders of Meta Company Shares as of the record date for the Company Meeting may exercise dissent rights of dissent with respect to those Meta the Company Shares held by such holder as of such date (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 191 of the OBCA ABCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)3.1; provided that, notwithstanding Section 185(6) 191 of the OBCAABCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA Resolution must be received by Meta the Company not later than 5:00 p.m. (Toronto timeCalgary Time) on two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Company Meeting (as it may be adjourned or postponed from time to time). Dissenting Shareholders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Company Shares held by them and in respect of which Dissent Rights have been validly exercised to the Company free and whoclear of all Liens, as provided in Section 2.3(g), and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Company Shares: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(g)); (ii) will be entitled to be paid the fair value of such Company Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, value shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolutions were adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Company Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, such Company Shares shall be deemed to have participated in the Arrangement as of the Effective Time on the same basis as a non-dissenting holder of Meta Company Shares who has (other than a Shaw Family Shareholder) and shall be entitled to receive only the consideration contemplated in Section 2.3 that such holder of Company Shares would have received pursuant to the Arrangement if such holder of Company Shares had not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeRights.

Rights of Dissent. Holders Pursuant to the Interim Order, registered holders of Meta Azarga Shares may exercise rights of dissent (“Dissent Rights”) in connection with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), Plan of Arrangement in the manner set forth in, Section 185 in sections 237 to 242 of the OBCA Act as modifiedby the Interim Order, the Final Order and this Section 3.1 4.1 with respect to Azarga Shares in connection with the Arrangement (the “Dissent RightsProcedures”); , provided that, that notwithstanding Section 185(6) section 242 of the OBCAAct, the exercise of Dissent Rights and written objection of such registered Azarga Shareholder to the special resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta Azarga not later than 5:00 p.m. (Toronto timeVancouver Time) on the second Business Day that is two (2) Business Days before the Meta Meeting; Azarga Meeting or any date to which the Azarga Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid the fair value for of their Meta Azarga Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, (i) shall be deemed to have transferred those Meta such Azarga Shares to enCore as of the Exchange Effective Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and formality, free and clear of all Encumbrancesliens, to Meta claims and shall encumbrances, in consideration for the payment by enCore of the fair value thereof, incash; and (ii) will not be entitled to any other payment or consideration, consideration including any payment that would be payable under the Arrangement had such holder Dissenting Shareholders not exercised their Dissent Rights in respect of such Meta SharesRight; or (b) are ultimately are determined not to be entitled, for any reason, to be paid the fair value for of their Meta Azarga Shares, shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receiveAzarga Shares, and shall receivereceive Consideration Shares on the basis determined in accordance with Section 3.1(a)(ii). In no circumstances shall any of Azarga, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary enCore or any other person be required to recognize any a person exercising Dissent Rights unless such holder as person is a registered holder of Meta those Azarga Shares after the Exchange Time, and the names in respect of each which such holder shall rights are sought to be deleted from the register of holders of Meta Shares at the Exchange Timeexercised.

Rights of Dissent. Holders Each registered holder of Meta Company Shares as of the Record Date may exercise dissent rights of dissent with respect to those Meta any Company Shares held by such holder (“Dissent Rights”) in connection with the Arrangement pursuant toto and in the manner set forth in Division 2 of Part 8 of the BCBCA, as modified by the Interim Order and this Section 3.1, provided that, notwithstanding Section 242(1)(a) of the BCBCA, the written objection to the Arrangement Resolution referred to in Section 242(1)(a) of the BCBCA must be received by the Company not later than 5:00 p.m. (except Vancouver time) two Business Days immediately preceding the date of the Company Meeting (as expressly indicated it may be adjourned or postponed from time to time). Each Dissenting Shareholder that duly exercises such holder’s Dissent Rights shall, notwithstanding anything to the contrary in Section 245 of the BCBCA, be deemed to have transferred the Company Shares held by such holder and in respect of which Dissent Rights have been validly exercised to the Company for cancellation free and clear of all Liens (other than the right to be paid fair value for such Company Shares as set out in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); as provided that, notwithstanding Section 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(62.3(a) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and whoif they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Company Shares: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(a)); (ii) will be entitled to be paid the fair value of such Company Shares by the Company (solely with Company funds not directly or indirectly provided by Purchaser or its affiliates), which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCABCBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Company Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Company Shares, shall be deemed to have participated in the Arrangement as of the Effective Date on the same basis as a holder of Meta Shares who has Company Shareholder that is not exercised Dissent Rights a Dissenting Shareholder and shall be deemed entitled to receive only the Consideration contemplated by Section 2.3(b) hereof that such Dissenting Shareholder would have elected received pursuant to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any Arrangement if such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Shareholder had not exercised its Dissent Rights.

Rights of Dissent. Holders (a) Pursuant to the Interim Order, registered holders of Meta European Goldfields Shares may exercise rights of dissent (“Dissent Rights”) under Section 193 of the YBCA, as modified by this Article 4, the Interim Order and the Final Order, with respect to those Meta European Goldfields Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided thatArrangement, notwithstanding Section 185(6) of the OBCAprovided, however, that the written notice setting forth the objection of such registered European Goldfields Shareholders to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta European Goldfields not later than 5:00 p.m. (Toronto time) on the second Business Day that is two (2) Business Days before the Meta Meeting; European Goldfields Meeting or any date to which the European Goldfields Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders that holders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta European Goldfields Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCAYBCA, shall be determined as of the Exchange Timeclose of business on the day before the Effective Date, shall be deemed to have transferred those Meta their European Goldfields Shares as of to Eldorado in exchange for the Exchange Time at right to be paid fair value for such European Goldfields Shares, and Eldorado shall thereupon be obligated to pay the amount therefore determined to be the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta European Goldfields Shares; orand (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, European Goldfields Shares shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta European Goldfields Shares who has and shall be entitled to receive only the Consideration contemplated in Subsection 3.1(d) hereof that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Rights; (b) In no circumstances shall European Goldfields, Eldorado or any other Person be required to recognize a Person purporting to exercise Dissent Rights and shall unless such Person is a registered holder of those European Goldfields Shares in respect of which such rights are sought to be deemed to have elected to receiveexercised; and (c) For greater certainty, and shall receive, the consideration provided in Section 2.3(c), but in no case shall MetaEuropean Goldfields, RTO Acquiror, Canco, the Depositary Eldorado or any other person Person be required to recognize any such holder Dissenting Shareholders as a holder holders of Meta European Goldfields Shares after the Exchange Effective Time, and the names of each such holder Dissenting Shareholders shall be deleted from the register of European Goldfields Shareholders as of the Effective Time. In addition to any other restrictions under Section 193 of the YBCA, and for greater certainty, none of the following shall be entitled to exercise Dissent Rights: (i) holders of Meta Shares at European Goldfields Options and European Goldfields RSUs; and (ii) European Goldfields Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders Pursuant to the Interim Order, registered holders of Meta Class B Shares , Class A Shares and FSD Pharma Distribution Warrants may exercise rights of dissent with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding ) pursuant to and in the manner set forth in Section 185(6) of the 185 OBCA, as modified by this Article 3, the Interim Order and the Final Order, with respect to Class B Shares and Class A Shares in connection with the Arrangement, provided that the written notice setting forth the objection of such registered FSD Pharma Securityholder to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA Resolution must be received by Meta FSD Pharma not later than 5:00 p.m. 5:00p.m. (Toronto time) on the second Business Day before that is two Business Days immediately preceding the Meta Meeting; and provided further that, notwithstanding Meeting or any date to which the provisions of Section 185 of the OBCA, Meta Shareholders Meeting may be postponed or adjourned. Each Dissenting Shareholder who duly exercise exercises its Dissent Rights and who have not withdrawn or been in accordance with this Section 3.1, shall be deemed to have withdrawn transferred all FSD Pharma Shares held by such exercise Dissenting Shareholder and in respect of which Dissent Rights have been validly exercised, to FSD Pharma, free and whoclear of all Encumbrances, as provided in Section 2.2(a) and if such Dissenting Shareholder: (a) is ultimately are determined to be entitled to be paid fair value for their Meta its Class B Shares or Class A Shares, such Dissenting Shareholder: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.2(a)); (ii) will be entitled to be paid the fair value of such Class B Shares or Class A Shares by FSD Pharma, which fair value, notwithstanding anything to the contrary contained in Section section 185 of the OBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day immediately preceding the fair value of date on which the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement if such Dissenting Shareholder had such holder not exercised their its Dissent Rights in respect of such Meta Class B Shares or Class A Shares; or (b) ultimately are determined is not to be entitled, for any reason, to be paid fair value for their Meta such Class B Shares or Class A Shares, such Dissenting Shareholder shall be deemed to have participated in the Arrangement on the same basis as a non‐dissenting holder of Meta Class B Shares who has not exercised Dissent Rights or Class A Shares and shall be deemed entitled to receive only the Consideration contemplated by Section 2.2(e) that such Dissenting Shareholder would have elected received pursuant to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any Arrangement if such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Shareholder had not exercised its Dissent Rights.

Rights of Dissent. Holders of Meta Shares may exercise rights of dissent with respect (a) Subject to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.14.1(c), in the manner set forth in, Section 185 registered holders of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders who Nevada Holdco Shares that duly exercise the Nevada Holdco Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and whoare ultimately: (ai) ultimately are determined to be entitled to be paid fair value for their Meta Shares, Nevada Holdco Dissenting Shares by Nevada Holdco (which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCANRS, shall be determined as of the Exchange Timeclose of business on the day before the Effective Date), shall be deemed to have irrevocably transferred those Meta their Nevada Holdco Dissenting Shares as of to Nevada Holdco in exchange for the Exchange Time at right to be paid fair value for such Nevada Holdco Dissenting Shares, and Nevada Holdco shall thereupon be obligated to pay the amount therefore determined to be the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Nevada Holdco Dissenting Shares; or (bii) ultimately are determined not to be entitled, for any reason, entitled to be paid fair value for their Meta SharesNevada Holdco Dissenting Shares by Nevada Holdco, for any reason, shall be deemed to have participated in the Arrangement on the same basis as a registered holder of Meta Shares who a Nevada Holdco Share that has not exercised the Nevada Holdco Dissent Rights. (b) Subject to 4.1(c), registered holders of Cannex Shares that duly exercise the Cannex Dissent Rights and are ultimately: (i) determined to be entitled to be paid fair value for their Cannex Dissenting Shares by Cannex (which fair value, notwithstanding anything to the contrary contained in the BCBCA, shall be determined as of the close of business on the day before the Effective Date), shall be deemed to have elected irrevocably transferred their Cannex Dissenting Shares to receiveCannex in exchange for the right to be paid fair value for such Cannex Dissenting Shares, and the Resulting Issuer shall receivethereupon be obligated to pay the amount therefore determined to be the fair value of such Cannex Dissenting Shares from the Cannex Escrow Fund; or (ii) determined not to be entitled to be paid fair value for their Cannex Dissenting Shares by Cannex, for any reason, shall be deemed to have participated in the consideration provided in Section 2.3(c)Arrangement on the same basis as a registered holder of a Cannex Share that has not exercised the Cannex Dissent Rights. (c) In no circumstances shall the Resulting Issuer, but in no case shall MetaNevada Holdco, RTO AcquirorCannex, Canco, the Depositary or any other person be required to recognize any such holder a person purporting to exercise Nevada Holdco Dissent Rights or Cannex Dissent Rights, as a holder of Meta Shares the case maybe, after the Exchange Timecompletion of the step contemplated by Section 3.2(b), and each such Person who has exercised Nevada Holdco Dissent Rights or Cannex Dissent Rights will cease to be entitled to the rights of the registered holders of Nevada Holdco Shares or the Cannex Shares, respectively, in respect of the shares in relation to which such Person has exercised such dissent rights, and the names register for the Nevada Holdco Shares and the Cannex Shares, as applicable, will be amended to reflect that such former holder is no longer the holder of each such holder shall be deleted shares as and from the register completion of holders the step set forth in Section 3.2(b). In addition to any other restrictions under the Interim Order and Section 238 of Meta Shares at the Exchange TimeBCBCA, and for greater certainty, (A) Nevada Holdco Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Nevada Holdco Business Combination Resolution shall not be entitled to exercise Nevada Holdco Dissent Rights; and (B) Cannex Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Cannex Component of the Business Combination Resolution shall not be entitled to exercise Cannex Dissent Rights.

Rights of Dissent. Holders (a) Pursuant to the Interim Order, registered holders of Meta Pubco Shares may exercise rights of dissent the Pubco Dissent Rights in connection with respect the Arrangement pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Division 2 of Part 8 of the OBCA BCBCA, as modified by the Interim Order, the Final Order and this Section 3.1 in connection with 4.1, provided that the written notice of dissent to the Pubco Arrangement (the “Dissent Rights”); provided that, notwithstanding Resolution contemplated by Section 185(6) 242 of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA BCBCA must be received by Meta Pubco not later than 5:00 p.m. 10:00 a.m. (Toronto time) on the second day that is two Business Day before Days immediately preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Pubco Meeting (as it may be adjourned or postponed from time to time). Each such Pubco Dissenting Shareholder who duly exercise exercises its Pubco Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights in accordance with this Section 4.1, and who: (ai) is ultimately are determined to be entitled to be paid fair value for their Meta Shares, its Pubco Dissenting Shares by Pubco (which fair value, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Timeclose of business on the day before the Effective Date), shall be deemed to have irrevocably transferred those Meta its Pubco Dissenting Shares as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time to Pubco in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under 3.2(a) in exchange for the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares; or (b) ultimately are determined not to be entitled, for any reason, right to be paid fair value for their Meta such Pubco Dissenting Shares, and Pubco shall thereupon be obligated to pay the amount ultimately determined to be the fair value of such Pubco Dissenting Shares; or (ii) is ultimately determined not to be entitled to be paid fair value for its Pubco Dissenting Shares by Pubco, for any reason, shall be deemed to have participated in the Arrangement on the same basis as a registered holder of Meta Shares who a Pubco Share that has not exercised the Pubco Dissent Rights and Rights. (b) In no circumstances shall be deemed to have elected to receivethe Resulting Issuer, and shall receivePubco, the consideration provided in Section 2.3(c)Verano, but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares person purporting to exercise Pubco Dissent Rights after the Exchange Timecompletion of the step contemplated by Subsection 3.2(a), and each such Person who has exercised Pubco Dissent Rights will cease to be entitled to the rights of the registered holders of Pubco Shares, respectively, in respect of the shares in relation to which such Person has exercised such dissent rights, and the names register for the Pubco Shares, will be amended to reflect that such former holder is no longer the holder of each such holder shall be deleted shares as and from the register completion of holders the step set forth in Subsection 3.2(a). In addition to any other restrictions under the Interim Order and Division 2 of Meta Shares at Part 8 of the Exchange TimeBCBCA, and for greater certainty, Pubco Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Pubco Arrangement Resolution shall not be entitled to exercise Pubco Dissent Rights.

Rights of Dissent. Holders Each registered holder of Meta Shares may exercise dissent rights of dissent with respect to those Meta any Shares held by such holder (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 190 of the OBCA CBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)3.1; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto time) on two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders who Company Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that duly exercise exercises such holder’s Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn transferred the Shares held by such exercise holder and in respect of which Dissent Rights have been validly exercised to the Purchaser free and whoclear of all Liens (other than the right to be paid fair value for such Shares as set out in this Section 3.1), as provided in Section 2.3(f) and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Shares: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(f)); (ii) will be entitled to be paid the fair value of such Shares by the Purchaser, which fair value, notwithstanding anything to the contrary contained in Section 185 Part XV of the OBCACBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Shares, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has Shareholder that is not exercised Dissent Rights a Dissenting Holder and shall be deemed entitled to receive only the Consideration contemplated by Section 2.3(h) hereof that such Dissenting Holder would have elected received pursuant to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any Arrangement if such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Holder had not exercised its Dissent Rights.

Rights of Dissent. Holders (a) Pursuant to the Interim Order, registered holders of Meta Pubco Shares may exercise rights of dissent the Pubco Dissent Rights in connection with respect the Arrangement pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Division 2 of Part 8 of the OBCA BCBCA, as modified by the Interim Order, the Final Order and this Section 3.1 in connection with 4.1, provided that the written notice of dissent to the Pubco Arrangement (the “Dissent Rights”); provided that, notwithstanding Resolution contemplated by Section 185(6) 242 of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA BCBCA must be received by Meta Pubco not later than 5:00 p.m. (Toronto 10:00 a.m.(Toronto time) on the second day that is two Business Day before Days immediately preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Pubco Meeting (as it may be adjourned or postponed from time to time). Each such Pubco Dissenting Shareholder who duly exercise exercises its Pubco Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights in accordance with this Section 4.1, and who: (ai) is ultimately are determined to be entitled to be paid fair value for their Meta Shares, its Pubco Dissenting Shares by Pubco (which fair value, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Timeclose of business on the day before the Effective Date), shall be deemed to have irrevocably transferred those Meta its Pubco Dissenting Shares as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time to Pubco in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under 3.2(a) in exchange for the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares; or (b) ultimately are determined not to be entitled, for any reason, right to be paid fair value for their Meta such Pubco Dissenting Shares, and Pubco shall thereupon be obligated to pay the amount ultimately determined to be the fair value of such Pubco Dissenting Shares; or (ii) is ultimately determined not to be entitled to be paid fair value for its Pubco Dissenting Shares by Pubco, for any reason, shall be deemed to have participated in the Arrangement on the same basis as a registered holder of Meta Shares who a Pubco Share that has not exercised the Pubco Dissent Rights and Rights. (b) In no circumstances shall be deemed to have elected to receivethe Resulting Issuer, and shall receivePubco, the consideration provided in Section 2.3(c)Verano, but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares person purporting to exercise Pubco Dissent Rights after the Exchange Timecompletion of the step contemplated by Subsection 3.2(a), and each such Person who has exercised Pubco Dissent Rights will cease to be entitled to the rights of the registered holders of Pubco Shares, respectively, in respect of the shares in relation to which such Person has exercised such dissent rights, and the names register for the Pubco Shares, will be amended to reflect that such former holder is no longer the holder of each such holder shall be deleted shares as and from the register completion of holders the step set forth in Subsection 3.2(a). In addition to any other restrictions under the Interim Order and Division 2 of Meta Shares at Part 8 of the Exchange TimeBCBCA, and for greater certainty, Pubco Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Pubco Arrangement Resolution shall not be entitled to exercise Pubco Dissent Rights.

Rights of Dissent. Holders Each registered holder of Meta Company Shares as of the Record Date may exercise dissent rights of dissent with respect to those Meta any Company Shares held by such holder (“Dissent Rights”) in connection with the Arrangement pursuant toto and in the manner set forth in Division 2 of Part 8 of the BCBCA, as modified by the Interim Order and this Section 3.1, provided that, notwithstanding Section 242(1)(a) of the BCBCA, the written objection to the Arrangement Resolution referred to in Section 242(1)(a) of the BCBCA must be received by the Company not later than 5:00 p.m. (except Vancouver time) two Business Days immediately preceding the date of the Company Meeting (as expressly indicated it may be adjourned or postponed from time to time). Each Dissenting Shareholder that duly exercises such holder’s Dissent Rights shall, notwithstanding anything to the contrary in Section 245 of the BCBCA, be deemed to have transferred the Company Shares held by such holder and in respect of which Dissent Rights have been validly exercised to the Company for cancellation free and clear of all Liens (other than the right to be paid fair value for such Company Shares as set out in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); as provided that, notwithstanding Section 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(62.3(a) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and whoif they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Company Shares: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(a)); (ii) will be entitled to be paid the fair value of such Company Shares by the Company (solely with Company funds not directly or indirectly provided by Purchaser or its affiliates), which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCABCBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Company Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Company Shares, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has Company Shareholder that is not exercised Dissent Rights a Dissenting Shareholder and shall be deemed entitled to receive only the Consideration contemplated by Section 2.3(d) hereof that such Dissenting Shareholder would have elected received pursuant to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any Arrangement if such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Shareholder had not exercised its Dissent Rights.

Rights of Dissent. Holders Registered Shareholders as of Meta Shares the record date for the Company Meeting may exercise dissent rights of dissent with respect to those Meta the Shares held by such holders (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 190 of the OBCA CBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)3.1; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto time) on two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting (as it may be adjourned or postponed from time to time). Dissenting Holders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Shares held by them and in respect of which Dissent Rights have been validly exercised to the Purchaser free and whoclear of all Liens, as provided in Section 2.3(g) and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Shares: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(g)); (ii) shall be deemed to have transferred and assigned such Dissent Shares (free and clear of any Liens) to the Purchaser in accordance with Section 2.3(g); (iii) will be entitled to be paid, subject to Section 4.4, the fair value of such Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 Part XV of the OBCACBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iv) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Shares, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Shares who has did not exercised Dissent Rights deposit with the Depositary a duly completed Letter of Transmittal (and shall be deemed entitled to have elected to receive, and shall receive, receive the consideration provided Consideration in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any same manner as such holder as a non-dissenting holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeShares).

Rights of Dissent. Holders Registered holders of Meta Common Shares may exercise rights of dissent with respect to those Meta Shares such shares pursuant toto and, and (except as expressly indicated to the contrary in this Section SECTION 3.1), in the manner set forth in, Section in SECTION 185 of the OBCA and this Section SECTION 3.1 (the "DISSENT RIGHTS") in connection with the Arrangement (Resolution as the “Dissent Rights”)same may be modified by the Interim Order or the Final Order; provided that, notwithstanding Section SUBSECTION 185(6) of the OBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section SUBSECTION 185(6) of the OBCA must be actually received by Meta Xxxxxx not later than 5:00 p.m. (Toronto time) on the second Business Day before preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section SECTION 185 of the OBCA, Meta Shareholders holders of Common Shares who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Common Shares, which fair value, notwithstanding anything to the contrary contained in Section SECTION 185 of the OBCA, shall be determined as of the Exchange Effective Time, shall be deemed to have transferred those Meta such Common Shares as of the Exchange Effective Time at the fair value of the Meta Shares such shares determined as of the Exchange Time in accordance with Section 2.2(a)Effective Time, without any further act or formality and free and clear of all EncumbrancesLiens, to Meta Xxxxxx and such shares so transferred to Xxxxxx shall not be entitled to any other payment or consideration, including any payment that would be payable under cancelled as of the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta SharesEffective Date; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Common Shares shall be deemed to have participated in the Arrangement on the same basis as a any non-dissenting holder of Meta Common Shares who has not exercised Dissent Rights and shall be deemed to have elected to receivereceive the Cash Consideration per share, and shall receive, the consideration as provided in Section 2.3(c)ARTICLE 2, but in no case shall MetaXxxxxx, RTO AcquirorXxxxxx Acquireco, CancoXxxxxx, the Depositary Transfer Agent or any other person Person be required to recognize any such holder holders as a holder holders of Meta Common Shares after the Exchange Effective Time, and the names of each such holder holders of Common Shares shall be deleted from the register of holders of Meta Common Shares at the Exchange Effective Time. In addition to any other restrictions under section 185 of the OBCA, none of the following shall be entitled to exercise Dissent Rights: (i) holders of Xxxxxx Options and (ii) Shareholders who vote in favour of the Arrangement Resolution.

Rights of Dissent. Holders of Meta Shares (1) Pursuant to the Interim Order, each registered Shareholder may exercise rights of dissent with respect (“Dissent Rights”) pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 of the OBCA OBCA, as modified by this Article 4 and this Section 3.1 in connection with the Interim Order; provided, however, that written objection to the Arrangement (Resolution, in the “Dissent Rights”); provided that, notwithstanding Section manner contemplated by Subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be sent to and received by Meta not Aphria by no later than 5:00 4:00 p.m. (Toronto time) on the second Business Day before immediately prior to the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid by Aphria, the fair value for their Meta Shares, Aphria Shares in respect of which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall they have exercised Dissent Rights will be deemed to have irrevocably transferred those Meta such Aphria Shares as to Aphria pursuant to Section 3.1(b)(i) in consideration of the Exchange Time at the such fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Aphria Shares; or (b) are ultimately are determined not to be entitled, for any reason, to be paid by Aphria, the fair value for their Meta Shares, shall Aphria Shares in respect of which they have exercised Dissent Rights will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Shareholder who has not exercised Dissent Rights Rights, as at and shall from the time specified in Section 3.1(b)(i) and be deemed entitled to have elected to receive, and shall receive, receive only the consideration provided set forth in Section 2.3(c), 3.1(b)(i) that such holder would have received if such holder had not exercised Dissent Rights; but in no case shall Meta, RTO Acquiror, Canco, the Depositary will Aphria or Tilray or any other person be required to recognize any such holder holders as a holder holders of Meta Aphria Shares after the Exchange Timecompletion of the steps set forth in Section 3.1(b), and each Aphria Dissenting Shareholder will cease to be entitled to the names rights of each a Shareholder in respect of Aphria Shares in relation to which such Aphria Dissenting Shareholder has exercised Dissent Rights and the central securities register of Aphria will be amended to reflect that such former holder shall be deleted is no longer the holder of such Aphria Shares as and from the register Effective Time and that such Aphria Shares have been cancelled. For greater certainty, and in addition to any other restriction under Section 185 of the OBCA, a Shareholder who has voted, or instructed a proxyholder to vote, in favour of the Arrangement Resolution shall not be entitled to exercise Dissent Rights with respect to the Arrangement. (2) For greater certainty in accordance with the OBCA, none of the following are entitled to exercise Dissent Rights: (i) holders of Meta Aphria Options; (ii) holders of Aphria RSUs, (iii) holders of Aphria DSUs, (iv) holders of 2016 Aphria Warrants, and (v) holders of Aphria Shares at who vote in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders of Meta Shares Each registered Shareholder may exercise rights of dissent with respect (“Dissent Rights”) pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 under Division 2 of Part 8 of the OBCA BCBCA, the Interim Order and this Section 3.1 Article 4 in connection with the Arrangement (the “Dissent Rights”); Arrangement, provided that, notwithstanding Section 185(6) of the OBCA, that the written objection to the resolution approving the Arrangement referred to in Resolution contemplated by Section 185(6) 242 of the OBCA BCBCA must be sent to and received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day Company at least two days before the Meta Company Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value by the Purchaser for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall will be deemed to have irrevocably transferred those Meta such Dissenting Shares as of to the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time Purchaser pursuant to Section 3.1(f) in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect consideration of such Meta Sharesfair value; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, shall will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Shareholder who has not exercised Dissent Rights Rights, as at and shall from the time specified in Section 3.1(f) and be deemed entitled to have elected to receive, and shall receive, receive only the consideration provided set forth in Section 2.3(c3.1(e), ; but in no case shall Meta, RTO Acquiror, Canco, will the Depositary Company or the Purchaser or any other person be required to recognize any such holder holders as a holder holders of Meta Shares after the Exchange Timecompletion of the steps set forth in Section 3.1, and each Dissenting Shareholder will cease to be entitled to the names rights of each a Shareholder in respect of the Shares in relation to which such Dissenting Shareholder has exercised Dissent Rights and the central securities register of the Company will be amended to reflect that such former holder shall be deleted is no longer the holder of such Shares as and from the register completion of holders the steps in Section 3.1. For greater certainty, and in addition to any other restriction under Section 242 of Meta Shares at the Exchange TimeBCBCA, no Optionholder or RSU holder, or a Shareholder who has voted (or instructed a proxyholder to vote) in favour of the Arrangement Resolution, will be entitled to exercise Dissent Rights.

Rights of Dissent. Holders Each registered holder of Meta GTI Shares and Xxxxx Xxxxxx may exercise dissent rights of dissent with respect to those Meta any GTI Shares and Yooma Shares, as applicable, held by such holder (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 of the OBCA OBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)of this Plan of Arrangement; provided provided, that, notwithstanding Section subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA GTI Resolutions or Yooma Resolutions, as applicable, must be received by Meta the relevant holder not later than 5:00 p.m. (Toronto time) on two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders who applicable Shareholder Meeting (as such Shareholder Meeting may be adjourned or postponed from time to time). Each Dissenting Holder that duly exercise exercises such Dissenting Holder’s Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn transferred the Shares held by such exercise Dissenting Holder and in respect of which Dissent Rights have been validly exercised to the Resulting Issuer for cancellation, as applicable, free and whoclear of all Liens (other than the right to be paid fair value for such Shares, as set out in this Section 3.1 of this Plan of Arrangement), and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Shares: (i) shall be deemed not to have participated in the transactions in Article 2 of this Plan of Arrangement; (ii) will be entitled to be paid the fair value of such Shares by the Resulting Issuer, which fair value, notwithstanding anything to the contrary contained in Section 185 Part XIV of the OBCA, OBCA shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolutions were adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder Dissenting Holder not exercised their its Dissent Rights in respect of such Meta Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Shares, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has Shareholder that is not exercised Dissent Rights a Dissenting Holder, and shall be deemed entitled to receive only the securities contemplated by Section 2.3 of this Plan of Arrangement, as applicable, that such Dissenting Holder would have elected received pursuant to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any Arrangement if such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Holder had not exercised its Dissent Rights.

Rights of Dissent. Holders of Meta Shares the Company Common Stock may exercise rights of dissent with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 190 of the OBCA CBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)) in connection with the Arrangement; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto Edmonton time) on the second Business Day preceding the Company Meeting or received by the Chairman of the Company Meeting before commencement of the Company Meeting. Any holders of Company Common Stock who does not so provide written objection to the Arrangement Resolution before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 commencement of the OBCA, Meta Shareholders Company Meeting shall not have a right to dissent with respect to the Arrangement. Holders of the Company Common Stock who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, Company Common Stock shall be deemed to have transferred those Meta Shares as of such Company Common Stock to the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time Purchaser in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta 2.2(b) hereof and shall not be entitled to any other payment or consideration, including any payment that would be payable under paid the Arrangement had such holder not exercised their Dissent Rights fair value therefor as provided in respect section 190 of such Meta Sharesthe CBCA; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Company Common Stock shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Shares who has not exercised Dissent Rights the Company Common Stock and shall be deemed to have elected to receivereceive from the Purchaser the Purchase Consideration on the basis determined in accordance with, and shall receive, the consideration provided in Section 2.3(c), 2.2(a) hereof; but in no case shall Meta, RTO Acquiror, CancoParent, the Depositary Purchaser, the Company or any other person Person be required to recognize any such holder holders as a holder holders of Meta Shares Company Common Stock after the Exchange Effective Time, and the names of each such holder holders of Company Common Stock shall be deleted from the register registers of holders of Meta Shares Company Common Stock at the Exchange Effective Time. For greater certainty, in addition to any other restrictions in section 190 of the CBCA, no Company Shareholders who has voted in favor of the Arrangement shall be entitled to dissent with respect to the Arrangement.

Rights of Dissent. Holders (1) Registered holders of Meta the Company Shares may exercise rights of dissent with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement pursuant to and in accordance with Section 190 of the CBCA, as modified by the Interim Order, the Final Order and this Section 4.1 (the “"Dissent Rights”"); provided that, notwithstanding Section 185(6) of the OBCA, that the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6section 190(5) of the OBCA CBCA must be sent to and received by Meta the Company not later than 5:00 p.m. (Toronto time) on the second Business Day that is two (2) Business Days before the Meta Company Special Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . (2) Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid by the Company (using the Company's own funds and not funds provided directly or indirectly by Integra) the fair value for their Meta Shares, the Company Shares in respect of which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall they have exercised Dissent Rights will be deemed to have irrevocably transferred those Meta such Company Shares as to the Company pursuant to Section 3.1(1) in consideration of the Exchange Time at the such fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Company Shares; or. (b3) Dissenting Shareholders who are ultimately are determined not to be entitled, for any reason, to be paid by the Company (using the Company's own funds and not funds provided directly or indirectly by Integra) the fair value for their Meta Shares, shall the Company Shares in respect of which they have exercised Dissent Rights will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Company Shareholder who has not exercised Dissent Rights Rights, as at and shall from the Effective Time and be deemed entitled to have elected to receive, and shall receive, receive only the consideration provided set forth in Section 2.3(c), but in 3.1 that such holder would have received if such holder had not exercised Dissent Rights. (4) In no case shall Meta, RTO Acquiror, Canco, will the Depositary Company or Integra or any other person Person be required to recognize any such holder a Person exercising Dissent Rights as a holder of Meta Company Shares after the Exchange Effective Time, and each Dissenting Shareholder will cease to be entitled to the names rights of each a Company Shareholder in respect of Company Shares in relation to which such holder shall be deleted from Dissenting Shareholder has exercised Dissent Rights and the central securities register of the Company will be amended to reflect that such former holder is no longer the holder of such Company Shares in accordance with Section 3.1. (5) For greater certainty, in accordance with the CBCA, none of the following are entitled to exercise Dissent Rights:‎ (i) holders of Meta Company Shares at who vote, or have instructed a proxyholder to vote, in favour of the Exchange Arrangement Resolution; (ii) holders of Company Shares who have not strictly complied with the procedures for exercising Dissent rights or who have withdrawn their exercise of Dissent Rights prior to the Effective Time; (iii) holders of Company Options with respect to their Company Options; (iv) holders of Company RSUs with respect to their Company RSUs; and (v) holders of Company DSUs with respect to their Company DSUs.

Rights of Dissent. Holders of Meta Shares (a) Pursuant to the Interim Order, registered CRH Shareholders may exercise rights of dissent with respect to those Meta Shares pursuant to, (“Dissent Rights”) under Section 238 of the BCBCA and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in sections 237 to 247 of the OBCA BCBCA, as modified by this Article 4, the Interim Order and this Section 3.1 the Final Order, with respect to CRH Shares in connection with the Arrangement (the “Dissent Rights”); Arrangement, provided that, that notwithstanding Section 185(6) 242 of the OBCABCBCA, the written notice setting forth the objection of such registered CRH Shareholders to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta CRH not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two (2) Business Days before the Meta Meeting; CRH Meeting or any date to which the CRH Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that registered CRH Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value by CRH Amalco for their Meta CRH Shares, less any applicable withholding tax, the amount to which fair value, notwithstanding anything the dissenting CRH Shareholder is entitled to the contrary contained be paid for their CRH Shares in respect of which Dissent Rights are validly exercised in accordance with Section 185 245 of the OBCA, shall be determined as of the Exchange Time, shall BCBCA and will be deemed to have irrevocably transferred those Meta such CRH Shares as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time to Amalco in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect consideration of such Meta Sharesvalue; orand (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, CRH Shares shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta CRH Shares who has and shall be entitled to receive only the consideration contemplated in Section 3.1 hereof that such holder would have received pursuant to the Arrangement if such CRH Shareholder had not exercised Dissent Rights and Rights; (b) In no circumstances shall be deemed to have elected to receive, and shall receiveCRH, the consideration provided PurchaserAmalco or any other Person be required to recognize a Person exercising Dissent Rights unless such Person is a registered holder of those CRH Shares in Section 2.3(c)respect of which such rights are sought to be exercised; and (c) For greater certainty, but in no case shall Meta, RTO Acquiror, CancoCRH, the Depositary PurchaserAmalco or any other person Person be required to recognize any such holder Dissenting Shareholders as a holder holders of Meta CRH Shares after the Exchange Effective Time, and the names of each such holder Dissenting Shareholders shall be deleted from the register of CRH Shares as of the Effective Time. For greater certainty, CRH Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Arrangement Resolution shall not be entitled to exercise Dissent Rights; and (d) In addition to any other restrictions set forth in the BCBCA, none of the following shall be entitled to exercise Dissent Rights: (i) CRH Optionholders; (ii) CRH RSU Holders; and (iii) holders of Meta CRH Shares at who vote or have instructed a proxyholder to vote such CRH Shares in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders (a) Each registered holder of Meta Company Common Shares may exercise rights of shall have the right to dissent with respect to those Meta Shares the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 191 of the OBCA ABCA, as modified by this Article 4 and this Section 3.1 in connection with the Arrangement Interim Order (the “Dissent Rights”); provided that, notwithstanding . (b) Notwithstanding Section 185(6191(5) of the OBCAABCA, the written notice setting forth the objection of such registered Company Shareholders to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights, must be received by Meta Company not later than 5:00 p.m. (Toronto time) on the second Business Day that is five (5) Business Days before the Meta Meeting; and provided further that, notwithstanding Meeting or any date to which the provisions of Section 185 of the OBCA, Meta Meeting may be postponed or adjourned. (c) Company Shareholders who duly validly exercise Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise of Dissent Rights transferred Company Common Shares held by them to Parent Canadian Sub as provided in Section 3.2(a) and whoif they are ultimately: (ai) ultimately are determined entitled to be paid fair value of such Company Common Shares, they shall: (A) be deemed not to have participated in the transactions set forth in Section 3.2 (other than Section 3.2(a)); (B) be entitled to be paid fair value for their Meta Sharessuch Company Common Shares by Parent Canadian Sub, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCAABCA, (x) shall be determined as of close of business on the Exchange Timeday before the Arrangement Resolution was adopted at the Meeting, and (y) shall be deemed to have transferred those Meta Shares as reduced by the portion of the Exchange Time at Additional Dividend that the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(aapplicable Company Shareholder has received (or is entitled to receive), without any further act or formality if any; and free and clear of all Encumbrances, to Meta and shall (C) not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Company Common Shares; or (bii) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Company Common Shares, shall shall: (A) be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta Shares who has Company Common Shares; and (B) shall be entitled to receive only the Consideration contemplated in Section 3.2(b) that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Rights and Rights; (d) In no circumstances shall be deemed to have elected to receiveCompany, and shall receiveParent, the consideration provided in Section 2.3(c)Parent Canadian Sub, but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any a person purporting to exercise Dissent Rights: (i) unless, as of the deadline for exercising Dissent Rights (as set forth in Section 4.1(b)), such holder as person is a registered holder of Meta Company Common Shares in respect of which such rights are sought to be exercised; (ii) if such Company Shareholder has voted or instructed a proxyholder to vote such Company Common Shares in favour of the Arrangement Resolution; and (iii) unless such Company Shareholder has strictly complied with the procedures for exercising Dissent Rights and does not withdraw such exercise prior to the Effective Time. (e) For greater certainty, in no case shall Company, Parent, Parent Canadian Sub, or any other person be required to recognize Dissenting Shareholders as holders of Company Common Shares after the Exchange TimeEffective Time and following completion of the transfer of Company Common Shares pursuant to Section 3.2(a), and the names of each such holder Dissenting Shareholders shall be deleted from the register of holders of Meta Company Common Shares at as of the Exchange Effective Time. (f) In addition to any other restrictions under the Interim Order and Section 191 of the ABCA, none of the following shall be entitled to exercise Dissent Rights: (i) the Company Shareholders who have voted or instructed a proxyholder to vote Company Common Shares in favour of the Arrangement Resolution; or (ii) any person who is not a registered Company Shareholder.

Rights of Dissent. Holders (a) Registered holders of Meta SilverCrest Shares may exercise rights of dissent (“Dissent Rights”) with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 237 to 247 of the OBCA Business Corporations Act and this Section 3.1 (the “Dissent Procedures”) in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6subsection 242(a) of the OBCABusiness Corporations Act, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 242(a) of the OBCA Business Corporations Act must be received by Meta SilverCrest not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Meeting; Meeting Date or any date to which the SilverCrest Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta SilverCrest Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 section 245 of the OBCA, shall be determined as of the Exchange TimeBusiness Corporations Act, shall be deemed to have transferred those Meta such SilverCrest Shares to First Majestic as of the Exchange Effective Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrancesliens, to Meta claims and shall not be entitled to any other encumbrances, in consideration for the payment or considerationby First Majestic of the fair value thereof, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Sharescash; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, SilverCrest Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta SilverCrest Shares who has and shall be entitled to receive only the consideration contemplated in Sections 2.3(h) and 2.3(i) that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), Rights; but in no case shall MetaFirst Majestic, RTO AcquirorSilverCrest, Canco, the Depositary SpinCo or any other person Person be required to recognize any such holder Persons as a holder holders of Meta SilverCrest Shares after the Exchange Effective Time, and the names of each such holder Persons shall be deleted from the register registers of holders of Meta SilverCrest Shares at the Exchange Effective Time. (b) In addition to any other restrictions set forth in the Business Corporations Act, none of the following shall be entitled to exercise Dissent Rights: (i) SilverCrest Optionholders; and (ii) SilverCrest Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Arrangement Resolution.

Rights of Dissent. Holders of Meta Shares may Peregrine Shareholders shall be entitled to exercise dissent rights of dissent (“Dissent Rights”) with respect to those Meta the Peregrine Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 190 of the OBCA CBCA as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6section 4. Notwithstanding subsection 190(a) of the OBCACBCA, the any Peregrine Shareholder seeking to exercise Dissent Rights must deliver to Peregrine a written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before immediately prior to the Meta Meeting; date of the Peregrine Meeting and provided further that, notwithstanding the must strictly comply with all other provisions of Section 185 section 190 of the OBCACBCA as modified by the Interim Order (the “Dissent Procedures”). If the Arrangement is concluded, Meta Shareholders a Peregrine Shareholder who duly exercise exercises Dissent Rights in strict compliance with the Dissent Procedures shall be entitled to be paid by Peregrine the fair value of the Peregrine Shares held by such Dissenting Peregrine Shareholder in respect of which such Dissenting Peregrine Shareholder dissents, determined as provided for in the CBCA, as modified by the Interim Order and this section 4. Any such Dissenting Peregrine Shareholder who have not withdrawn or been deemed to have withdrawn such exercise of exercises Dissent Rights and who: (a) is ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, its Peregrine Shares shall be deemed to have transferred those Meta its Peregrine Shares as of the Exchange Time at the to AcquireCo in consideration for a debt claim against AcquireCo to be paid fair value of such shares pursuant to the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)Dissent Procedures, without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta SharesRights; or (b) ultimately are determined not to be entitled, is for any reason, reason ultimately not entitled to be paid fair value for their Meta its Peregrine Shares, shall be deemed to have participated in the Arrangement as of the Effective Time on the same basis terms and at the same time as a holder of Meta Shares who has not exercised Dissent Rights non-Dissenting Peregrine Shareholder and shall be deemed issued only the same consideration which a Peregrine Shareholder is entitled to receive under the Arrangement as if such Dissenting Peregrine Shareholder would not have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in exercised Dissent Rights. In no case shall MetaStillwater, RTO Acquiror, Canco, the Depositary AcquireCo or any other person Peregrine be required to recognize any such holder Dissenting Peregrine Shareholders or a Dissenting Peregrine Shareholder at and after the Effective Time as a legal or beneficial holder of Meta Peregrine Shares after the Exchange Timefor any purpose, and the names of each such holder Dissenting Peregrine Shareholders shall be deleted removed from the share register of holders of Meta Shares Peregrine at the Exchange Effective Time.

Rights of Dissent. Holders Subject to Section 3.2, each registered Common Shareholder and registered Preferred Shareholder as of Meta Shares the record date for the Common Shareholder Meeting and the Preferred Shareholder Meeting, as applicable, respectively, may exercise dissent rights of dissent with respect to those Meta the Common Shares or Preferred Shares held by such holder as of such date (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 237 through Section 247 of the OBCA BCBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)Article 3; provided that, notwithstanding Section 185(6242(1)(a) of the OBCABCBCA, the written objection to the resolution approving Arrangement Resolution or the Arrangement referred to in Section 185(6) Preferred Shareholder Resolution, as applicable, and exercise of the OBCA Dissent Rights must be received by Meta the Company or the AP Preferred Equity Issuer, as applicable, not later than 5:00 p.m. (Toronto time) on two (2) Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCACommon Shareholder Meeting or the Preferred Shareholder Meeting, Meta Shareholders respectively (in each case, as such meeting may be adjourned or postponed from time to time). Dissenting Holders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Common Shares held by them in respect of which Dissent Rights have been validly exercised to BidCo, and whoto have had the Preferred Shares held by them in respect of which Dissent Rights have been validly exercised redeemed and transferred to AP Preferred Equity Issuer without any further act or formality as provided in Section 2.3(d) and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Common Shares or Preferred Shares, as applicable: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(d) or Section 2.3(e), as applicable); (ii) will be entitled to be paid, subject to Section 4.3, the fair value of such Common Shares by BidCo or of such Preferred Shares by AP Preferred Equity Issuer, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, value shall be determined as of immediately before the Exchange Time, shall be deemed to have transferred those Meta Shares as of Arrangement Resolution or the Exchange Time Preferred Shareholder Resolution was adopted at the fair value of Common Shareholder Meeting or the Meta Shares determined Preferred Shareholder Meeting, as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality applicable; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Common Shares or Preferred Shares, as applicable; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharessuch Common Shares or Preferred Shares in respect of which they exercised Dissent Rights, as applicable, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has not exercised Dissent Rights non-dissenting Common Shareholders or Preferred Shareholders, as applicable, (and shall be deemed entitled to have elected to receivereceive the Consideration from BidCo or AP Preferred Equity Issuer, and shall receiveas applicable, in the consideration provided in Section 2.3(csame manner as such non-Dissenting Holders), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange Time.

Rights of Dissent. Holders (a) Pursuant to the Interim Order, registered holders of Meta Nevada Holdco Class A Shares may exercise rights of dissent (“Nevada Holdco Dissent Rights”) under Section 238 of the BCBCA, as modified by this Article 4, the Interim Order and the Final Order, with respect to those Meta Nevada Holdco Class A Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (Business Combination, provided, however, that the “written notice setting forth the objection of such registered Nevada Holdco Shareholders to the Business Combination and exercise of Nevada Holdco Dissent Rights”); provided that, notwithstanding as contemplated by Section 185(6) 242 of the OBCA, the written objection BCBCA with respect to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA Business Combination, must be received by Meta Nevada Holdco not later than 5:00 p.m. (Toronto time) on the second Business Day that is five (5) Business Days before the Meta Meeting; Nevada Holdco Meeting or any date to which the Nevada Holdco Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders that holders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Nevada Holdco Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta Nevada Holdco Dissenting Shares by Nevada Holdco, which fair value, notwithstanding anything to the contrary contained in the BCBCA shall be determined as of the close of business on the day before the Effective Date, shall be deemed to have transferred their Nevada Holdco Dissenting Shares to Nevada Holdco in exchange for the right to be paid fair value for such Nevada Holdco Dissenting Shares, and Nevada Holdco shall thereupon be obligated to pay the amount therefore determined to be the fair value of such Nevada Holdco Dissenting Shares; and (ii) are ultimately not entitled, for any reason, to be paid fair value for their Nevada Holdco Class A Shares, shall be deemed to have participated in the Business Combination, as of the Effective Time, on the same basis as a non-dissenting holder of Nevada Holdco Class A Shares and shall be entitled to receive only the Resulting Issuer Compressed Shares contemplated above that such holder would have received pursuant to the Business Combination if such holder had not exercised Nevada Holdco Dissent Rights; (b) Pursuant to the Interim Order, registered holders of SVT Shares may exercise rights of dissent (“SVT Dissent Rights”) under this Article 4, the Interim Order and the Final Order, with respect to SVT Shares in connection with the SVT Component of the Business Combination, provided, however, that the written notice setting forth the objection of such registered SVT Shareholders to the SVT Component of the Business Combination and exercise of SVT Dissent Rights must be received by SVT not later than 5:00 p.m. on the Business Day that is five (5) Business Days before the SVT Meeting or any date to which the SVT Meeting may be postponed or adjourned and provided further that holders who exercise such SVT Dissent Rights and who: (i) are ultimately entitled to be paid fair value for their SVT Dissenting Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCABCBCA, shall be determined as of the Exchange Timeclose of business on the day before the Effective Date, shall be deemed to have transferred those Meta their SVT Dissenting Shares as of to SVT in exchange for the Exchange Time at right to be paid fair value for such SVT Dissenting Shares, and SVT shall thereupon be obligated to pay the amount therefore determined to be the fair value of the Meta such SVT Dissenting Shares determined as of the Exchange Time in accordance (with Section 2.2(aSVT funds not directly or indirectly provided by Nevada Holdco or its affiliates), without any further act or formality and free and clear of all Encumbrances, to Meta and provided that SVT shall not be entitled to any other payment or consideration, including make any payment that would be payable under the Arrangement had with respect to, settle or offer to settle, or otherwise negotiate, any exercise of such holder not exercised their SVT Dissent Rights in respect without the prior written consent of such Meta SharesNevada Holdco; orand (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta SVT Shares, shall be deemed to have participated in the Arrangement SVT Component of the Business Combination, as of the Effective Time, on the same basis as a non-dissenting holder of Meta SVT Shares who has not exercised Dissent Rights and shall be deemed entitled to receive only the Resulting Issuer Common Shares contemplated above that such holder would have elected received pursuant to receivethe SVT Component of the Business Combination if such holder had not exercised SVT Dissent Rights; (c) In no circumstances shall Nevada Holdco, and shall receiveSVT, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any a person purporting to exercise Nevada Holdco Dissent Rights or SVT Dissent Rights, as the case maybe, unless such holder as person is a registered holder of Meta those Nevada Holdco Dissenting Shares or SVT Dissenting Shares, as applicable, in respect of which such rights are sought to be exercised; and For greater certainty, in no case shall Nevada Holdco, SVT, or any other person be required to recognize Nevada Holdco Dissenting Shareholders or SVT Dissenting Shareholders as holders of Resulting Issuer Compressed Shares or Resulting Issuer Common Shares, respectively, after the Exchange Effective Time, and the names of each such holder Nevada Holdco Dissenting Shareholders and SVT Dissenting Shareholders shall be deleted from the register central securities registers of Nevada Holdco and SVT, respectively, as of the effective time of the transfers described in Sections 3.2(a) and (c), respectively. In addition to any other restrictions under the Interim Order and Section 238 of the BCBCA, and for greater certainty, none of the following shall be entitled to exercise (A) Nevada Holdco Dissent Rights: (i) holders of Meta Shares at Nevada Holdco Options; and (ii) Nevada Holdco Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Exchange Time.Nevada Holdco Business Combination Resolution; or (B) SVT Dissent Rights: (i) holders of SVT Options; (ii) holders of SVT Warrants; and

Rights of Dissent. Holders (a) Registered holders of Meta Primero Shares may exercise rights of dissent (“Dissent Rights”) with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 237 to 247 of the OBCA Business Corporations Act and this Section 3.1 (the “Dissent Procedures”) in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6subsection 242(a) of the OBCABusiness Corporations Act, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 242(a) of the OBCA Business Corporations Act must be received by Meta Primero not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Meeting; Meeting Date or any date to which the Primero Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta Primero Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 section 245 of the OBCA, shall be determined as of the Exchange TimeBusiness Corporations Act, shall be deemed to have transferred those Meta such Primero Shares to First Majestic as of the Exchange Effective Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrancesliens, to Meta claims and shall not be entitled to any other encumbrances, in consideration for the payment or considerationby First Majestic of the fair value thereof, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Sharescash; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Primero Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Primero Shares who has and shall be entitled to receive only the consideration contemplated in Sections 2.3(a) that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), Rights; but in no case shall MetaFirst Majestic, RTO Acquiror, Canco, the Depositary Primer or any other person Person be required to recognize any such holder Persons as a holder holders of Meta Primero Shares after the Exchange Effective Time, and the names of each such holder Persons shall be deleted from the register registers of holders of Meta Primero Shares at the Exchange Effective Time. (b) In addition to any other restrictions set forth in the Business Corporations Act, none of the following shall be entitled to exercise Dissent Rights: (i) Primero Shareholders who vote, or who have instructed a proxyholder to vote, in favour of the Arrangement Resolution; (ii) Primero Optionholders; (iii) Primero Warrantholders; (iv) All persons who were immediately prior to the Effective Time holders or beneficial owners of Primero PSUs or Primero DSUs.

Rights of Dissent. Holders of Meta Shares The Xxxxxxx Shareholders may exercise rights of dissent with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding ) in connection with the Xxxxxxx Arrangement pursuant to the Xxxxxxx Interim Order and the Xxxxxxx Final Order and in the manner set forth in Section 185(6) 185 of the OBCA, provided that the written notice setting forth the objection of such registered Xxxxxxx Shareholders to the resolution approving the Xxxxxxx Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta Xxxxxxx not later than 5:00 p.m. (Toronto timeTime) on the second Business Day that is two Business Days before the Meta Meeting; Xxxxxxx Meeting or any date to which the Xxxxxxx Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions that holders who exercise such rights of Section 185 of the OBCA, Meta Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Xxxxxxx Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as immediately prior to the approval of the Exchange TimeXxxxxxx Arrangement Resolution, shall be deemed to have transferred those Meta their Xxxxxxx Shares to Xxxxxxx as of the Exchange Effective Time at in consideration for a debt claim against Xxxxxxx to be paid the fair value of the Meta such Xxxxxxx Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Xxxxxxx Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta SharesRights; orand (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Xxxxxxx Shares shall be deemed to have participated in the Arrangement Xxxxxxx Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta Shares who has Xxxxxxx Shares, and shall be entitled to receive only the consideration contemplated in Section 3.1(b) hereof (less any Taxes or other amounts deducted or withheld pursuant to Section 3.6 hereof) that such Xxxxxxx Shareholder would have received pursuant to the Xxxxxxx Arrangement if such Xxxxxxx Shareholder had not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeRights.

Rights of Dissent. Holders of Meta Shares Shareholders (other than Qualifying Holdcos or Qualifying Holdco Shareholders) may exercise rights of dissent in connection with the Arrangement with respect to those Meta their Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth inin the Interim Order, Section 185 section 190 of the OBCA CBCA and this Section section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) of as the OBCA, same may be modified by the written objection to Interim Order or the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Final Order. Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, Shares shall be deemed to have transferred those Meta such Shares as of to Acquireco on the Exchange Time at Effective Date simultaneously with the fair value of the Meta Shares determined as of the Exchange Time transactions described in accordance with Section 2.2(a), section 2.3(b) without any further act or formality and free and clear of all Encumbrancesliens, claims and encumbrances, with Acquireco being obligated to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under pay such Shareholders in consideration therefor the Arrangement had such holder not exercised their Dissent Rights in respect fair value of such Meta Shares, which fair value, notwithstanding anything to the contrary in the CBCA, if permitted by the Court, shall be determined as of the close of business on the day before the Special Resolution is adopted, and the name of each such Shareholder will be removed from the register of holders of Shares and Acquireco will be recorded as the registered holder of the Shares so transferred and will be deemed to be the legal and beneficial owner of such Shares free and clear of any liens, claims or encumbrances; or (b) ultimately are determined not to be entitled, for any reason, reason are ultimately not entitled to be paid fair value for their Meta Shares, Shares shall be deemed to have participated in the Arrangement on the same basis as any non-dissenting Shareholder who is not a holder of Meta Shares who has not exercised Dissent Rights Qualifying Holdco or Qualifying Holdco Shareholder as at and from the Effective Time, and shall be deemed to have elected transferred their Shares to receive, and shall receive, the consideration provided in Section 2.3(cAcquireco under section 2.3(b), but in no case shall Metathe Corporation, RTO Acquiror, Canco, the Depositary Acquireco or any other person Person be required to recognize any such holder Shareholders as a holder holders of Meta Shares after the Exchange Timetime set out in Section 2.3(b), and the names of each such holder Shareholders shall be deleted from the register of holders of Meta Shares Shareholders at the Exchange Timetime set out in Section 2.3(b).

Rights of Dissent. Holders (a) Registered holders of Meta Common Shares may exercise rights of dissent with respect to those Meta their Common Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in sections 237 to 247 of the OBCA BCBCA as modified by the Interim Order and this Section 3.1 Article 3 ("Dissent Rights") in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6section 242(1)(a) of the OBCABCBCA, the written notice setting forth such a registered holder's objection to the resolution approving the Arrangement Resolution referred to in Section 185(6section 242(1)(a) of the OBCA BCBCA must be received by Meta not LAC no later than 5:00 p.m. (Toronto time) on the second day that is two Business Day before Days immediately preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Meeting (as it may be adjourned or postponed from time to time). Dissenting Shareholders who duly exercise their Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights in accordance with this Section 3.1 and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta Common Shares, (A) will be deemed to have transferred the Common Shares held by them and in respect of which Dissent Rights have been validly exercised to LAC, free and clear of all liens, claims and encumbrances, as set out in Section 2.3(a), (B) will be deemed not to have participated in the transactions in respect of such Common Shares in Section 2.3 (other than Section 2.3(a)), (C) will be entitled to be paid the fair value of such Common Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 section 237 of the OBCABCBCA, shall will be determined as of the Exchange Timeclose of business on the day before the Arrangement Resolution was adopted, shall be deemed to have transferred those Meta Shares as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall (D) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Common Shares; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Common Shares, shall will be deemed to have participated in the Arrangement as of and from the Effective Time on the same basis as a holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeParticipating Shareholder.

Rights of Dissent. Holders of Meta Shares may Orezone Shareholders shall be entitled to exercise dissent rights of dissent (“Dissent Rights”) with respect to those Meta the Orezone Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 190 of the OBCA CBCA as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); section 4, but provided that, that notwithstanding Section 185(6subsection 190(a) of the OBCACBCA, the such Dissenting Orezone Shareholder delivers to Orezone written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before immediately prior to the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCAOrezone Meeting and otherwise complies with section 190 of the CBCA (the “Dissent Procedures”). If the Arrangement is concluded, Meta Shareholders an Orezone Shareholder who duly exercise exercises Dissent Rights in strict compliance with the Dissent Procedures shall be entitled to be paid by Orezone the fair value of the Orezone Shares held by such Dissenting Orezone Shareholder in respect of which such Dissenting Orezone Shareholder dissents, determined as provided for in the CBCA, as modified by the Interim Order and this section 4, provided that any such Dissenting Orezone Shareholder who have not withdrawn or been deemed exercises such right to have withdrawn such exercise of Dissent Rights dissent and who: (a) is ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, its Orezone Shares shall be deemed to have transferred those Meta its Orezone Shares as of the Exchange Time at the to IAMGOLD in consideration for a debt claim against IAMGOLD to be paid fair value of such shares pursuant to the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)Dissent Procedures, without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta SharesRights; or (b) ultimately are determined not to be entitled, is for any reason, reason ultimately not entitled to be paid for fair value for their Meta its Orezone Shares, shall be deemed to have participated in the Arrangement on as of the Effective Time at the same basis terms and at the same time as a holder of Meta Shares who has not exercised Dissent Rights non-dissenting Orezone Shareholder and shall be deemed issued only the same consideration which an Orezone Shareholder is entitled to receive under the Arrangement as if such Dissenting Orezone Shareholder would not have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange Timeexercised Dissent Rights.

Rights of Dissent. Holders of Meta Shares (1) EnCana Shareholders may exercise rights of dissent Dissent Rights in connection with the Arrangement with respect to those Meta their EnCana Common Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth inin the Interim Order, Section 185 190 of the OBCA CBCA and this Section 3.1 in connection with 4.01, as the Arrangement (same may be modified by the “Dissent Rights”); provided that, notwithstanding Section 185(6) of Interim Order or the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Final Order. EnCana Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, EnCana Common Shares shall be determined as of deemed not to have participated in the Exchange Time, transactions in Article 3 and shall be deemed to have transferred those Meta such EnCana Common Shares as to Acquisition Sub immediately after the completion of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time transactions in accordance with Section 2.2(a), Article 3 without any further act or formality formality, and free and clear of all Encumbrances, in consideration of a debt-claim against Acquisition Sub to Meta be paid the fair value of such EnCana Common Shares (and EnCana shall by operation of law guarantee the obligations of Acquisition Sub under such debt claim), which fair value shall be determined as of the close of business on the Business Day before the day on which the Final Order was made, and will not be entitled to any other payment or consideration, including any payment that would and the name of each such Dissenting Shareholder will thereupon be payable under removed from the Arrangement had such holder not exercised their Dissent Rights register of holders of EnCana Common Shares (and Acquisition Sub will be added to the register of holders of EnCana Common Shares in respect of such Meta Sharesthe EnCana Common Shares transferred to Acquisition Sub); or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, EnCana Common Shares shall be deemed to have participated in the Arrangement on the same basis as any non-dissenting EnCana Shareholder as at and from the Effective Time and will be treated in the same manner as such a holder holder, on the basis set out in this Plan of Meta Arrangement. (2) Immediately after Acquisition Sub is deemed to have acquired EnCana Common Shares who has not exercised upon the exercise of Dissent Rights and pursuant to Section 4.01(1), Acquisition Sub shall be deemed to have elected transferred all EnCana Common Shares transferred to receiveit pursuant to Section 4.01(1) to EnCana without any further act or formality, and free and clear of all Encumbrances, in consideration of a debt-claim against EnCana in the aggregate amount equal to the amount of the debt-claims against Acquisition Sub that arise pursuant to Section 4.01(1) and such debt-claim against EnCana shall receive, be paid and satisfied by EnCana providing to Acquisition Sub the consideration provided in funds necessary to satisfy the debt-claims against Acquisition Sub that arise pursuant to Section 2.3(c4.01(1) and Acquisition Sub will use such funds to satisfy the debt-claims arising pursuant to Section 4.01(1), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names name of each such holder shall Acquisition Sub will thereupon be deleted removed from the register of holders of Meta EnCana Common Shares at and such EnCana Common Shares so transferred to EnCana shall thereupon be cancelled. The amount of any deemed dividend resulting from application of Subsection 84(3) of the Exchange TimeTax Act to the repurchase of the EnCana Common Shares held by Acquisition Sub is hereby designated by EnCana as an Eligible Dividend. (3) All payments made to a Dissenting Shareholder pursuant to this Article shall be subject to, and paid net of, all applicable withholding taxes.

Rights of Dissent. Holders Registered holders of Meta SRx Shares may exercise rights of dissent with respect to those Meta SRx Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta SRx not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta SRx Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta SRx Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) ultimately are determined to be entitled to be paid fair value for their Meta SRx Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta SRx Shares as of the Exchange Time at the fair value of the Meta SRx Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta SRx and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta SRx Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta SRx Shares, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta SRx Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall MetaSRx, RTO AcquirorParent, CancoAcquireco, the Depositary or any other person be required to recognize any such holder as a holder of Meta SRx Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta SRx Shares at the Exchange Time. For greater certainty, in addition to any other restrictions in the Interim Order, no SRx Shareholder shall be entitled to exercise Dissent Rights with respect to SRx Shares in respect of which a SRx Shareholder has voted or has instructed a proxyholder to vote in favour of the SRx Arrangement Resolution.

Rights of Dissent. Holders of Meta Shares Old Lorus Shareholders (other than the Lock-Up Holders) may exercise rights of dissent in connection with the Arrangement with respect to those Meta their Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth inin the Interim Order, Section 185 section 190 of the OBCA Act and this Section 3.1 in connection with the Arrangement 5.01 (the “Dissent Rights”); provided that, notwithstanding Section 185(6) of as the OBCA, same may be modified by the written objection to Interim Order or the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Final Order. Old Lorus Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, Old Lorus Shares shall be deemed to have transferred those Meta such Old Lorus Shares as of to New Lorus on the Exchange Time at Effective Date simultaneously with the fair value of the Meta Shares determined as of the Exchange Time transactions described in accordance with Section 2.2(a), 3.01(1) without any further act or formality and free and clear of all Encumbrancesliens, claims and encumbrances, with New Lorus being obligated to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under pay such Old Lorus Shareholders in consideration therefor the Arrangement had such holder not exercised their Dissent Rights in respect fair value of such Meta Old Lorus Shares, which fair value, notwithstanding anything to the contrary in the Act, if permitted by the Court, shall be determined as of the close of business on the day before the special resolution of Securityholders approving this Plan is adopted, and the name of each such Old Lorus Shareholder will be removed from the register of holders of Old Lorus Shares and New Lorus will be recorded as the registered holder of the Old Lorus Shares so transferred and will be deemed to be the legal and beneficial owner of such Old Lorus Shares free and clear of any liens, claims or encumbrances; or (b) ultimately are determined not to be entitled, for any reason, reason are ultimately not entitled to be paid fair value for their Meta Shares, Old Lorus Shares shall be deemed to have participated in the Arrangement on the same basis as any non-dissenting Old Lorus Shareholder who is not a holder of Meta Shares who has not exercised Dissent Rights Lock-Up Holder as at and from the Effective Time, and shall be deemed to have elected transferred their Old Lorus Shares to receive, and shall receive, the consideration provided New Lorus in exchange for New Lorus Shares under Section 2.3(c3.01(1), but in no case shall MetaOld Lorus, RTO Acquiror, Canco, the Depositary New Lorus or any other person be required to recognize any such holder Old Lorus Shareholders as a holder holders of Meta Old Lorus Shares after the Exchange Timetime set out in Section 3.01(1), and the names of each such holder Old Lorus Shareholders shall be deleted from the register of holders of Meta Shares Old Lorus Shareholders at the Exchange Timetime set out in Section 3.01(1).

Rights of Dissent. Holders of Meta Molson Shares may exercise rights of dissent with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 190 of the OBCA CBCA and this Section section 3.1 (the "Dissent Rights") in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta Xxxxxx not later than 5:00 p.m. (Toronto Montreal time) on the second Business Day before preceding the Meta Molson Meeting; and provided further that, notwithstanding the provisions . Holders of Section 185 of the OBCA, Meta Shareholders Xxxxxx Shares who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, Molson Shares shall be deemed to have transferred those Meta such Molson Shares to Exchangeco, to the extent the fair value therefor is paid by Exchangeco, and to Molson, to the extent the fair value therefor is paid by Xxxxxx, and, in the case of Molson Shares so transferred to Molson such shares shall be cancelled as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta SharesEffective Date; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Molson Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Molson Shares who has not exercised Dissent Rights and shall be deemed to have elected to receivereceive the appropriate Exchangeable Shares or Preferred Shares that are in turn exchanged for shares of Coors Common Stock on the basis determined in accordance with sections 2.2(f) and 2.2(g), and shall receive, the consideration provided in Section 2.3(c)post-amble to section 2.2, but in no case shall MetaCoors, RTO AcquirorExchangeco, CancoCallco, the Depositary Molson or any other person Person be required to recognize any such holder holders as a holder holders of Meta Molson Shares after the Exchange Effective Time, and the names of each such holder holders of Molson Shares shall be deleted from the register registers of holders of Meta Molson Shares at the Exchange Effective Time.

Rights of Dissent. Holders of Meta Shares Pursuant to the Interim Order, each registered Company Shareholder may exercise rights of dissent with respect to those Meta Shares pursuant to, (“Dissent Rights”) under Section 238 of the BCBCA and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Sections 237 to 247 of the OBCA and BCBCA, all as modified by this Section 3.1 Article 4 as the same may be modified by the Interim Order or the Final Order in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) respect of the OBCAArrangement, provided that the written objection to the resolution approving the Arrangement referred to in Resolution contemplated by Section 185(6) 242 of the OBCA BCBCA must be sent to and received by Meta the Company not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Company Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta . Company Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value from the Purchaser for their Meta Shares, the Dissenting Shares in respect of which fair valuethey have exercised Dissent Rights, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Time, shall will be deemed to have irrevocably transferred those Meta such Dissenting Shares as of to the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time Purchaser pursuant to Section 3.1(d) in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect consideration of such Meta Sharesfair value; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesthe Dissenting Shares in respect of which they have exercised Dissent Rights, shall will be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares Company Shareholder who has not exercised Dissent Rights Rights, as at and shall be deemed to have elected to receivefrom the time specified in Section 3.1(e), and shall receive, be entitled to receive only the consideration provided in Section 2.3(c), Consideration; but in no case shall Meta, RTO Acquiror, Canco, will the Depositary Company or the Purchaser or any other person be required to recognize any such holder holders as a holder holders of Meta Company Shares after the Exchange Timecompletion of the steps set forth in Section 3.1(d), and each Dissenting Company Shareholder will cease to be entitled to the names rights of each a Company Shareholder in respect of the Company Shares in relation to which such Dissenting Company Shareholder has exercised Dissent Rights and the central securities register of the Company will be amended to reflect that such former holder is no longer the holder of such Company Shares as and from the completion of the steps in Section 3.1(d). In addition to any other restrictions set forth in the BCBCA, none of the following shall be deleted from entitled to exercise Dissent Rights: (i) Company Optionholders and Company DSU Holders; and (ii) Company Shareholders who vote in favour of the register of holders of Meta Shares at the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders of Meta TMX Group Shares who did not deposit their TMX Group Shares under the Maple Offer may exercise rights of dissent with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)) in connection with the Arrangement; provided that, notwithstanding Section subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section subsection 185(6) of the OBCA must be received by Meta TMX Group not later than 5:00 p.m. (Toronto time) on the second Business Day before preceding the Meta TMX Group Meeting; and provided further that, notwithstanding the provisions . Holders of Section 185 of the OBCA, Meta Shareholders TMX Group Shares who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta TMX Group Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta such TMX Group Shares as of to Maple pursuant to Section 2.2(c), to the Exchange Time at extent the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)therefor is paid by Maple, without any further act or formality formality, and free and clear of all Encumbrancesliens, to Meta claims and encumbrances and Maple shall be recorded as the registered holder of such TMX Group Shares and shall not be entitled deemed to any other payment or considerationbe the legal and beneficial owner thereof, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta TMX Group Shares, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta TMX Group Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, receive the consideration provided Arrangement Consideration in Section 2.3(c)exchange for their TMX Group Shares, but in no case shall Meta, RTO Acquiror, CancoMaple, the Depositary or any other person Person be required to recognize any such holder Dissenting Shareholders as a holder holders of Meta TMX Group Shares after the Exchange Effective Time, and the names of each such holder Dissenting Shareholders shall be deleted from the register registers of holders of Meta TMX Group Shares at the Exchange Effective Time. No TMX Group Shareholder shall be permitted to withdraw such holder’s dissent without the prior written consent of Maple.

Rights of Dissent. Holders of Meta Shares (a) Registered Company Shareholders (other than Triple Flag and its affiliates) may exercise dissent rights of dissent with respect to those Meta Company Common Shares pursuant to, and held by such Dissenting Shareholders (except as expressly indicated to the contrary in this Section 3.1“Dissent Rights”), in connection with the Arrangement pursuant to and in the manner set forth in, in Section 185 190 of the OBCA CBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)5.1; provided that, notwithstanding Section 185(6190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. p.m., Eastern Time, two (Toronto time2) on Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting (as it may be adjourned or postponed from time to time). (b) Each Dissenting Shareholder who duly exercise exercises its Dissent Rights and who have not withdrawn or been in accordance with this Section 5.1 shall be deemed to have withdrawn assigned and transferred all Company Common Shares held by such exercise Dissenting Shareholder, and in respect of which Dissent Rights have been validly exercised, to the Company free and whoclear of all Encumbrances, as provided in Section 3.1(a) and if such Dissenting Shareholder: (ai) is ultimately are determined to be entitled to be paid fair value for their Meta its Company Common Shares, such Dissenting Shareholder: (A) shall be deemed not to have participated in the transactions in Article 3 (other than Section 3.1(a)); (B) will be entitled to be paid the fair value of such Company Common Shares by the Company, which fair value, notwithstanding anything to the contrary contained in Section 185 190 of the OBCACBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day immediately preceding the fair value of date on which the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (C) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement if such Dissenting Shareholder had such holder not exercised their its Dissent Rights in respect of such Meta Company Common Shares; or (bii) is ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Company Common Shares, such Dissenting Shareholder shall be deemed to have participated in the Arrangement on the same basis as a non- dissenting holder of Meta Company Common Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, receive for such Company Common Shares the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeAll Share Consideration.

Rights of Dissent. Holders 5.1 Notwithstanding Section 3.1, holders of Meta Cxxxxx Shares may exercise rights of dissent with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); provided that, notwithstanding Section 185(6) in connection with the Arrangement pursuant to the Interim Order and in the manner set forth in sections 242 to 247 of the OBCABCBCA (collectively, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA must be received by Meta not later than 5:00 p.m. (Toronto time) on the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta “Dissent Procedures”). 5.2 Cxxxxx Shareholders who duly and validly exercise Dissent Rights and who have not withdrawn or been deemed with respect to have withdrawn such exercise of Dissent Rights their Cxxxxx Shares (“Dissenting Shares”) and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, shall Dissenting Shares will be deemed to have transferred those Meta their Dissenting Shares as of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta Starcore and shall not be entitled paid an amount equal to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Sharesfair value; or (b) ultimately are determined not to be entitled, for any reason, reason are ultimately not entitled to be paid fair value for their Meta Dissenting Shares, shall will be deemed to have participated in the Arrangement on the same basis as a holder non- dissenting Cxxxxx Shareholder and will receive Starcore Shares on the same basis as every other non-dissenting Cxxxxx Shareholder; but in no case will Cxxxxx be required to recognize such persons as holding Cxxxxx Shares on or after the Effective Date. 5.3 If a Cxxxxx Shareholder exercises the Dissent Right, Starcore will, on the Effective Date, set aside a number of Meta Starcore Shares who has not exercised which is attributable under the Arrangement to the Cxxxxx Shares for which Dissent Rights and shall have been exercised. If the dissenting Cxxxxx Shareholder is ultimately not entitled to be paid fair value for their Dissenting Shares, they will be deemed to have elected participated in the Arrangement on the same basis as the non-dissenting Cxxxxx Shareholders and Starcore will distribute to receivesuch Cxxxxx Shareholder the Starcore Shares that the Cxxxxx Shareholder is entitled to receive pursuant to the terms of the Arrangement. If a Cxxxxx Shareholder duly complies with the Dissent Procedures and is ultimately entitled to be paid fair value for their Dissenting Shares, and shall receive, Starcore will pay the consideration provided amount to be paid in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, respect of the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Shares.

Rights of Dissent. Holders of Meta Shares Pursuant to the Interim Order, Registered Shareholders may exercise rights of dissent with respect to those Meta their Company Common Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 238 of the OBCA BCBCA as modified by the Interim Order and this Section 3.1 in connection with the Arrangement Article IV (the “Dissent Rights”); , provided that, notwithstanding Section 185(6) of the OBCA, the that written notice setting forth such a registered Shareholder’s objection to the resolution approving the Arrangement referred to in Section 185(6) and exercise of the OBCA Dissent Rights must be received by Meta the Company not later than 5:00 p.m. (Toronto timeEastern Time) on the second Business Day before which is two Business Days preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCAMeeting, Meta or, if the Meeting is adjourned or postponed, 5:00 p.m. (Eastern Time) on the Business Day which is two Business Days preceding the date of such adjourned or postponed Meeting. Registered Shareholders who duly and validly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of their Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as Company Common Shares in respect of the Exchange Time, shall which they have exercised Dissent Rights will be deemed to have irrevocably transferred those Meta such Company Common Shares as of to the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(aCompany pursuant to section 3.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Shares; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, shall the Company Common Shares in respect of which they have exercised Dissent Rights will be deemed to have participated nunc pro tunc in the Arrangement on the same basis as a holder of Meta Company Common Shares who that has not exercised Dissent Rights as at and shall from the time specified in sections 3.2(c), (d) and (e) and will receive, and be deemed to have elected entitled to receive, and shall receive, only the consideration provided for each Company Common Share on the basis set forth in Section 2.3(csections 3.2(c), (d) and (e), but in no case shall Metacase, RTO Acquirorexcept as expressly set out in this section 4.1, Cancowill the merged company, Parent, the Depositary Company or Subco or any other person be required to recognize any such holders as holders of Company Common Shares after the completion of the step set forth in section 3.2(a), and each holder as of Company Common Shares exercising Dissent Rights will cease to be entitled to the rights of a holder of Meta Company Common Shares after the Exchange Time, in respect of which such holder has exercised Dissent Rights and the names central securities register for the Company will be amended to reflect that such former holder is no longer the holder of each such holder shall be deleted Company Common Shares as and from the register time of holders completion of Meta Shares at the Exchange Timeset forth in section 3.2(a).

Rights of Dissent. Holders (a) Registered holders of Meta RDK Shares may exercise rights of dissent (“Dissent Rights”) with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 237 to 247 of the OBCA Business Corporations Act and this Section 3.1 (the “Dissent Procedures”) in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6subsection 242(a) of the OBCABusiness Corporations Act, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 242(a) of the OBCA Business Corporations Act must be received by Meta RDK not later than 5:00 p.m. (Toronto Vancouver time) on the second Business Day that is two Business Days before the Meta Meeting; Meeting Date or any date to which the RDK Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta that Dissenting Shareholders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, RDK Shares shall be deemed to have transferred those Meta such RDK Shares to CBK as of the Exchange Effective Time at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrancesliens, to Meta claims and shall not be entitled to any other encumbrances, in consideration for the payment or considerationby CBK of the fair value thereof, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Sharescash; or (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, RDK Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta RDK Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, receive CBK Consideration Shares on the consideration provided basis determined in accordance with Section 2.3(c2.3(b), ; but in no case shall MetaCBK, RTO Acquiror, Canco, the Depositary RDK or any other person Person be required to recognize any such holder Persons as a holder holders of Meta RDK Shares after the Exchange Effective Time, and the names of each such holder Persons shall be deleted from the register of holders of Meta Shares RDK Shareholders at the Exchange Effective Time. (b) In addition to any other restrictions set forth in the Business Corporations Act, none of the following shall be entitled to exercise Dissent Rights: (i) RDK Optionholders; (ii) RDK Warrantholders; and (iii) RDK Shareholders who vote in favour of the Arrangement Resolution.

Rights of Dissent. 3.1 Rights of Dissent Holders of Meta Common Shares may exercise dissent rights of dissent ("Dissent Rights") in connection with respect the Arrangement pursuant to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Division 2 of Part 8 of the OBCA BCA, as modified by the Interim Order, the Final Order, and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)3.1; provided that, notwithstanding Section 185(6) 242 of the OBCABCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6) 242 of the OBCA BCA must be received by Meta the Company not later than 5:00 2:00 p.m. (Toronto Vancouver time) on the second Business Day before that is two (2) Business Days immediately preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting (as it may be adjourned or postponed from time to time). Dissenting Holders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Common Shares held by them and in respect of which Dissent Rights have been validly exercised to the Purchaser free and whoclear of all Liens, as provided in Section 2.3(f)Schedule A2.3(f) and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Common Shares, which fair value, notwithstanding anything value shall be determined in accordance with the procedures applicable to the contrary contained payout value set out in Section 185 Sections 244 and 245 of the OBCA, shall be BCA and determined as of the Exchange Timeclose of business on the day before the Effective Date, shall will be deemed entitled to have transferred those Meta Shares as of be paid by the Exchange Time at Purchaser the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)such Common Shares, without any further act or formality and free and clear of all Encumbrances, to Meta and shall will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Common Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, such Common Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Common Shares who has and shall be entitled to receive only the Consideration contemplated in Section 2.3(e) hereof that such holder would have received pursuant to the Arrangement if such registered holder had not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeRights.

Rights of Dissent. Holders Registered Company Shareholders as of Meta Shares the record date of the Company Meeting may exercise dissent rights of dissent with respect to those Meta the Common Shares held by such Company Shareholders (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in Sections 237 to 247 of the OBCA BCBCA, as modified by the Interim Order, the Final Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)Article 3; provided that, notwithstanding Section 185(6(a) Subsection 242 of the OBCABCBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA Resolution must be received by Meta the Company not later than 5:00 p.m. (Toronto timeVancouver Time) on the second Business Day before that is two Business Days immediately preceding the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCACompany Meeting, Meta Shareholders and (b) Section 245 of the BCBCA, the Purchaser and not the Company shall be required to pay the fair value of such Common Shares. Dissenting Holders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise irrevocably transferred the Common Shares held by them and in respect of which Dissent Rights have been validly exercised to the Purchaser free and whoclear of all Liens, as provided in Section 2.3(a) and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Common Shares, which fair value, : (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(a)); (ii) notwithstanding anything to the contrary contained in Section 185 Part 8 of the OBCABCBCA, such fair value in respect of such Common Shares shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Common Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, such Common Shares shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting holder of Meta Shares who has Common Shares, and be entitled to receive only the consideration set forth in Section 2.3(b) that such holder would have received if such holder had not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeRights.

Rights of Dissent. Holders Each registered holder of Meta Common Shares may exercise dissent rights of dissent with respect to those Meta any Common Shares held by such holder ("Dissent Rights") in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 190 of the OBCA CBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); 3.1, provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto time) on two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders who Company Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Company Shareholder that duly exercise exercises such holder's Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn transferred the Common Shares held by such exercise holder and in respect of which Dissent Rights have been validly exercised to the Purchaser free and whoclear of all Liens (other than the right to be paid fair value for such Common Shares as set out in this Section 3.1), as provided in Section 2.3(a) and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Common Shares: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(a)); (ii) will be entitled to be paid the fair value of such Common Shares by the Purchaser, which fair value, notwithstanding anything to the contrary contained in Section 185 Part XV of the OBCACBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta Common Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Common Shares, shall be deemed to have participated in the Arrangement on the same basis as a holder of Meta Shares who has Company Shareholder that is not exercised Dissent Rights a Dissenting Company Shareholder and shall be deemed entitled to receive only the Share Consideration contemplated by Section 2.3(a) that such Dissenting Company Shareholder would have elected received pursuant to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any Arrangement if such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Company Shareholder had not exercised its Dissent Rights.

Rights of Dissent. Holders Subject to Section 3.1(a), each registered Shareholder as of Meta Shares the record date for the Company Meeting may exercise dissent rights of dissent with respect to those Meta the Shares pursuant to, and (except held by such holder as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement such date (the “Dissent Rights”)) in connection with the Arrangement pursuant to and in the manner set forth in Section 191 of the ABCA, as modified by the Interim Order and this Article 3; provided that, notwithstanding Section 185(6) 191 of the OBCAABCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA Resolution must be received by Meta the Company not later than 5:00 p.m. (Toronto Calgary time) on two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting (as it may be adjourned or postponed from time to time). Dissenting Holders who duly validly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Shares held by them and in respect of which Dissent Rights have been validly exercised to the Company, without any further act or formality, as provided in Section 2.3(3), and whoif they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Shares, they shall: (i) in respect of such Shares be treated as not having participated in the transactions in Article 2 (other than Section 2.3(3)), (ii) be entitled to be paid, subject to Section 4.4, the fair value of such Shares by the Company, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, value shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time day before the Arrangement Resolution was adopted at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)Company Meeting, without any further act or formality and free and clear of all Encumbrances, to Meta and shall (iii) not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Shares, they shall in respect of such Shares be deemed to have treated as having participated in the Arrangement on the same basis as a holder non-Dissenting Holder of Meta Shares who has not exercised Dissent Rights (and shall be deemed entitled to have elected to receive, and shall receive, receive the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted Consideration from the register of holders of Meta Shares at Purchaser in the Exchange Timesame manner as such non-Dissenting Holders).

Rights of Dissent. Holders of Meta Shares as of the record date for the Company Meeting may exercise rights of dissent with respect to those Meta such Shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 190 of the OBCA CBCA as modified by the Interim Order and this Section 3.1 Article 5 (“Dissent Rights”) in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6Subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6Subsection 190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto time) on the second (2nd) Business Day before preceding the Meta Company Meeting; and provided further that, notwithstanding the provisions . Holders of Section 185 of the OBCA, Meta Shareholders Shares who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta SharesShares shall: (i) be deemed to have transferred such Shares to Purchaser as of the time stipulated in Section 3.1(g); (ii) in respect of such Shares be treated as not having participated in the transactions in Article 3 (other than Section 3.1(g)); (iii) be entitled to be paid, subject to Section 4.5, the fair value of such Shares by the Purchaser, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, value shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time day before the Arrangement Resolution was adopted at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Company Meeting; and free and clear of all Encumbrances, to Meta and shall (iv) not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder Holders not exercised their Dissent Rights in respect of such Meta SharesRights; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, Shares shall be deemed to have participated in the Arrangement on the same basis and at the same time as a holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), non-Dissenting Shareholders; but in no case shall Metathe Company, RTO Acquiror, CancoPurchaser, the Depositary or any other person Person be required to recognize any such holder holders as a holder holders of Meta Shares after the Exchange Timetime stipulated in Section 3.1(g), and the names name of each such holder holders of Shares shall be deleted from the register of holders of Meta Shares at the Exchange time stipulated in Section 3.1(g) and Purchaser shall be considered the holder of 100% of the Shares immediately following the completion of the transactions contemplated by Section 3.1. For the avoidance of doubt, in no circumstances shall the Purchaser, the Company, the Depositary or any other Person be required to recognize a Person exercising Dissent Rights: (A) unless, as of the deadline for exercising Dissent Rights (as set forth in Section 5.1), such Person is the registered holder of those Shares in respect of which such Dissent Rights are sought to be exercised, (B) if such Person has voted or instructed a proxy holder to vote such Shares in favor of the Arrangement Resolution, or (C) unless such Person has strictly complied with the procedures for exercising Dissent Rights and does not withdraw such dissent prior to the Effective Time. In addition to any other restrictions under section 190 of the CBCA, none of the following shall be entitled to exercise Dissent Rights: holders of Company Options, Company RSUs, Company PSUs or the Company Warrant (in their capacity as holders of Company Options, Company RSUs, Company PSUs or the Company Warrant, as applicable).

Rights of Dissent. Holders of Meta CN Common Shares may exercise rights of dissent ("Dissent Rights") with respect to those Meta Shares such shares pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 in section 190 of the OBCA CBCA, the Interim Order and this Section section 3.1 (the "Dissent Procedures") in connection with the Arrangement (the “Dissent Rights”)Arrangement; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta CN not later than 5:00 p.m. (Toronto Montreal time) on the second Business Day before preceding the Meta CN Shareholders Meeting; and provided further that, notwithstanding the provisions . Holders of Section 185 of the OBCA, Meta Shareholders CN Common Shares who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise rights of Dissent Rights dissent and who: (a) are ultimately are determined to be entitled to be paid fair value for their Meta Shares, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, shall be determined as of the Exchange Time, CN Common Shares shall be deemed to have transferred those Meta such CN Common Shares as of to CN immediately prior to the Exchange Arrangement Effective Time at to the extent the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a)thereof is paid by CN, without any further act or formality and free and clear of all Encumbrances, to Meta and such shares shall not be entitled to any other payment or consideration, including any payment that would be payable under cancelled on the Arrangement had such holder not exercised their Dissent Rights in respect of such Meta SharesEffective Date; or (b) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Shares, CN Common Shares shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta CN Common Shares who has not exercised Dissent Rights and shall receive CN Voting Shares and CN Exchangeable Shares, which may be deemed to be Newco Elected Exchangeable Shares and to have elected to receivebeen exchanged for Newco Common Shares, all in accordance with sections 2.2 and shall receive, the consideration provided in Section 2.3(c)2.3, but in no case shall Meta, RTO Acquiror, Canco, the Depositary CN or any other person Person be required to recognize such holders, or any such holder other person, as a holder holders of Meta CN Common Shares after the Exchange Time, Arrangement Effective Time and the names of each such holder holders of CN Common Shares shall be deleted from the share register of holders CN in respect of Meta the CN Common Shares at the Exchange Arrangement Effective Time.

Rights of Dissent. Holders of Meta Shares (a) Pursuant to the Interim Order, each registered Company Shareholder may exercise rights of dissent with ("Dissent Rights") in respect to those Meta of all (but not less than all) Company Shares pursuant to, and (except held by such holder as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 a registered holder thereof in connection with the Arrangement (pursuant to and in strict compliance with the “Dissent Rights”); procedures set forth in Division 2 of Part 8 of the BCBCA, as modified by this Article 3, the Interim Order and the Final Order, provided that, notwithstanding that the written notice setting forth the objection of such registered Company Shareholder to the Arrangement Resolution contemplated by Section 185(6242(1)(a) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section 185(6) of the OBCA BCBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto Vancouver time) on the second day that is two Business Day Days immediately before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting. Each Company Shareholder who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of exercises its Dissent Rights and who: (ai) is ultimately are determined to be entitled to be paid fair value for their Meta Sharesthe Company Shares in respect of which they have validly exercised Dissent Rights: (A) will be deemed not to have participated in the transactions provided for in Article 2 (other than as provided for in Section 2.3(e)); (B) will be entitled to be paid the fair value of such Company Shares by the Purchaser, which fair value, notwithstanding anything to the contrary contained in Section 185 245 of the OBCABCBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time Business Day immediately preceding the date on which the Arrangement Resolution was adopted at the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality and free and clear of all Encumbrances, to Meta and shall Company Meeting; (C) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement if such Dissenting Holder had such holder not exercised their its Dissent Rights in respect of such Meta Company Shares; and (D) will be deemed to have transferred and assigned their Company Shares (free and clear of all Liens) to the Purchaser pursuant to Section 2.3(e) for such fair value; or (bii) is ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Sharesthe Company Shares in respect of which they have validly exercised Dissent Rights, shall will be deemed to have participated in the Arrangement in respect of those Company Shares on the same basis as a holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receivenon-dissenting Company Shareholder. (b) In no event will the Purchaser, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary Company or any other person be required to recognize any such holder a Dissenting Holder as a holder registered or beneficial owner of Meta Company Shares or any interest therein (other than the rights set out in this Section 3.1) at or after the Exchange Timetime of the transaction described in Section 2.3(e), and at such time the names of each such holder shall Dissenting Holders will be deleted from the register of holders Company Shares maintained by or on behalf of Meta the Company. (c) For the avoidance of doubt, in addition to any other restrictions in the Interim Order or under Division 2 of Part 8 of the BCBCA, no person shall be entitled to exercise Dissent Rights (i) if such person is not a registered holder of Company Shares at or (ii) with respect Company Shares in respect of which such person has voted or has instructed a proxyholder to vote in favour of the Exchange TimeArrangement Resolution.

Rights of Dissent. Holders of Meta Shares (a) Registered Company Shareholders (other than Acquiror and its affiliates) may exercise dissent rights of dissent with respect to those Meta Company Common Shares pursuant to, and held by such Dissenting Shareholders (except as expressly indicated to the contrary in this Section 3.1“Dissent Rights”), in connection with the Arrangement pursuant to and in the manner set forth in, in Section 185 190 of the OBCA CBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)5.1; provided that, notwithstanding Section 185(6190(5) of the OBCACBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section 185(6190(5) of the OBCA CBCA must be received by Meta Company not later than 5:00 p.m. (Toronto time) on p.m., Eastern Time, two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Special Meeting (as it may be adjourned or postponed from time to time). (b) Each Dissenting Shareholder who duly exercise exercises its Dissent Rights and who have not withdrawn or been in accordance with this Section 5.1 shall be deemed to have withdrawn assigned and transferred all Company Common Shares held by such exercise Dissenting Shareholder, and in respect of which Dissent Rights have been validly exercised, to Acquiror free and whoclear of all Liens, as provided in Section 3.1(c) and if such Dissenting Shareholder: (ai) is ultimately are determined to be entitled to be paid fair value for their Meta its Company Common Shares, such Dissenting Shareholder: (A) shall be deemed not to have participated in the transactions in Article 3 (other than Section 3.1(c)); (B) will be entitled to be paid the fair value of such Company Common Shares by Acquiror, which fair value, notwithstanding anything to the contrary contained in Section 185 Part XV of the OBCACBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at Business Day immediately preceding the fair value of date on which the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (C) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement if such Dissenting Shareholder had such holder not exercised their its Dissent Rights in respect of such Meta Company Common Shares; or (bii) ultimately are determined is not to be entitled, for any reason, to be paid fair value for their Meta such Company Common Shares, such Dissenting Shareholder shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Company Common Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, receive for such Company Common Shares the consideration provided set forth in Section 2.3(c4.1(a)(iii), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange Time.

Rights of Dissent. Holders of Meta Shares Registered Common Shareholders and registered Preferred Shareholders, respectively, may exercise dissent rights of dissent with respect to those Meta the Common Shares and Preferred Shares held by such holders (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 190 of the OBCA CBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)3.1; provided that, notwithstanding Section 185(6subsection 190(5) of the OBCACBCA, the written objection to the resolution approving Arrangement Resolution or the Arrangement Preferred Shareholder Resolution, as applicable, referred to in Section 185(6subsection 190(5) of the OBCA CBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto Calgary time) on two Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting (as it may be adjourned or postponed from time to time). Dissenting Holders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Common Shares and Preferred Shares, as applicable, held by them and in respect of which Dissent Rights have been validly exercised to the Purchaser free and whoclear of all Liens, as provided in Section 2.3(f), and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Common Shares or Preferred Shares, as applicable: (i) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(f)); (ii) will be entitled to be paid the fair value of such Common Shares and Preferred Shares, as applicable, which fair value, notwithstanding anything to the contrary contained in Section 185 Part XV of the OBCACBCA, shall be determined as of the Exchange Timeclose of business, shall be deemed to have transferred those Meta Shares as in respect of the Exchange Time at Common Shares, on the fair value day before the Arrangement Resolution was adopted and, in respect of the Meta Shares determined as of Preferred Shares, on the Exchange Time in accordance with Section 2.2(a), without any further act or formality day before the Preferred Shareholder Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Common Shares or Preferred Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Common Shares or Preferred Shares, as applicable, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Common Shares who has not exercised Dissent Rights and shall be deemed to have elected to receiveor Preferred Shares, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange Timeapplicable.

Rights of Dissent. Holders (a) Registered Company Shareholders (as of Meta Shares the record date for determining those Company Shareholders that are eligible to vote on the Arrangement Resolution) may exercise dissent rights of dissent with respect to those Meta the Company Shares held by such holders (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, in Section 185 of the OBCA OBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”)5.1; provided that, notwithstanding Section subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement Resolution referred to in Section subsection 185(6) of the OBCA must be received by Meta the Company not later than 5:00 p.m. (Toronto time) on two (2) Business Days immediately preceding the second Business Day before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 date of the OBCA, Meta Shareholders Company Meeting (as it may be adjourned or postponed from time to time). (b) Dissenting Holders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Company Shares held by them and in respect of which Dissent Rights have been validly exercised to the Purchaser Subco free and whoclear of all Liens, as provided in Section 3.1(b)(ii) and if they: (ai) ultimately are determined to be entitled to be paid fair value for their Meta such Company Shares: (i) shall be deemed not to have participated in the transactions in Article 3 (other than Section 3.1(b)(ii)); (ii) will be entitled to be paid the fair value of such Company Shares by the Purchaser Subco, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCA, value shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and shall (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Company Shares; or (bii) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Company Shares, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Company Shares who has not exercised Dissent Rights and shall be deemed entitled to receive only the Consideration contemplated by Section 8.20Schedule B hereof that such Dissenting Holder would have elected received pursuant to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any Arrangement if such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeDissenting Holder had not exercised its Dissent Rights.

Rights of Dissent. Holders of Meta Shares Registered Shareholders may exercise dissent rights of dissent with respect to those Meta the Common Shares held by such holders (“Dissent Rights”) in connection with the Arrangement pursuant to, to and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section in section 185 of the OBCA OBCA, as modified by the Interim Order and this Section 3.1 in connection with the Arrangement (the “Dissent Rights”); 4.1, provided that, notwithstanding Section subsection 185(6) of the OBCA, the written objection to the resolution approving the Arrangement referred to in Section Resolution contemplated by subsection 185(6) of the OBCA must be sent to and received by Meta not the Company no later than 5:00 p.m. (Toronto time) on the second at least two (2) Business Day Days before the Meta Meeting; and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Meeting (as it may be adjourned or postponed from time to time). Dissenting Shareholders who duly exercise their Dissent Rights and who have not withdrawn or been shall be deemed to have withdrawn such exercise transferred the Common Shares held by them and in respect of which Dissent Rights have been validly exercised to the Purchaser free and whoclear of all Liens, as provided in Section 3.1(e) and if they: (a) ultimately are determined to be entitled to be paid fair value for their Meta such Common Shares: (i) shall be deemed not to have participated in the transactions in Article 3 (other than Section 3.1(e)); (ii) shall be entitled to be paid the fair value of such Common Shares by the Purchaser, which fair value, notwithstanding anything to the contrary contained in Section 185 Part XIV of the OBCA, shall be determined as of the Exchange Time, shall be deemed to have transferred those Meta Shares as close of business on the Exchange Time at day before the fair value of the Meta Shares determined as of the Exchange Time in accordance with Section 2.2(a), without any further act or formality Arrangement Resolution was adopted; and free and clear of all Encumbrances, to Meta and (iii) shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Common Shares; or (b) ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta such Common Shares, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Meta Shares who has not exercised Dissent Rights and shall be deemed to have elected to receive, and shall receive, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary or any other person be required to recognize any such holder as a holder of Meta Shares after the Exchange Time, and the names of each such holder shall be deleted from the register of holders of Meta Shares at the Exchange TimeCommon Shares.

Rights of Dissent. Holders 4.1 Dissent Rights (a) Pursuant to the Interim Order, Company Shareholders who are registered holders of Meta Company Shares may exercise rights of dissent with respect to those Meta Shares pursuant to, and (except as expressly indicated to the contrary in this Section 3.1), in the manner set forth in, Section 185 of the OBCA and this Section 3.1 in connection with the Arrangement (the “"Dissent Rights”); provided that") under Division 2 of Part 8 of the BCBCA, notwithstanding Section 185(6as modified by this Article 4, the Interim Order and the Final Order, with respect to all (but not less than all) of the OBCACompany Shares held, provided that the written objection to the resolution approving the Arrangement referred to in Section 185(6) Notice of Dissent contemplated by section 242 of the OBCA BCBCA must be received by Meta not later than 5:00 the Company by 4:00 p.m. (Toronto time) on the second Business Day before date that is at least two business days prior to the Meta Meeting; date of the Company Meeting or any date to which the Company Meeting may be postponed or adjourned and provided further that, notwithstanding the provisions of Section 185 of the OBCA, Meta Shareholders that holders who duly exercise Dissent Rights and who have not withdrawn or been deemed to have withdrawn such exercise of Dissent Rights and who: (ai) are ultimately are determined entitled to be paid the fair value of their Dissent Shares by Xxxxxx: (A) will be entitled to be paid the fair value for their Meta Sharesof such Dissent Shares by Hudbay, which fair value, notwithstanding anything to the contrary contained in Section 185 of the OBCABCBCA, shall be the fair value of such Dissent Shares determined as of the Exchange Timeclose of business on the day immediately before the approval of the Arrangement Resolution; (B) shall be deemed not to have participated in the transactions in Article 2 (other than Section 2.3(f), if applicable); (C) shall be deemed to have transferred those Meta Shares as and assigned such Dissent Shares, free and clear of the Exchange Time at the fair value of the Meta Shares determined as of the Exchange Time any Liens to Hudbay in accordance with Section 2.2(a2.3(f), without any further act or formality ; and free and clear of all Encumbrances, to Meta and shall (D) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holder holders not exercised their Dissent Rights in respect of such Meta Company Shares; orand (bii) are ultimately are determined not to be entitled, for any reason, to be paid fair value for their Meta Company Shares, shall be deemed to have participated in the Arrangement Arrangement, as of the Effective Time, on the same basis as a non-dissenting registered holder of Meta Shares who has Company Shares, and shall be entitled to receive only the Consideration pursuant to Section 2.3(g) that such holder would have received pursuant to the Arrangement if such holder had not exercised Dissent Rights and Rights. (b) In no circumstances shall be deemed to have elected to receive, and shall receiveHudbay, the consideration provided in Section 2.3(c), but in no case shall Meta, RTO Acquiror, Canco, the Depositary Company or any other person Person be required to recognize any a Person exercising Dissent Rights unless such holder as a Person is the registered holder of Meta those Company Shares in respect of which such rights are sought to be exercised. (c) In no case shall Hudbay, the Company or any other Person be required to recognize holders of Company Shares who exercise Dissent Rights as holders of Company Shares after the Exchange time that is immediately prior to the Effective Time, and the names of each such holder the Dissenting Shareholders shall be deleted from the central securities register of as holders of Meta Company Shares at the Exchange Timetime at which the step in Section 2.3(g) occurs. (d) For greater certainty, (i) no holder of Company Incentive Awards shall be entitled to Dissent Rights in respect of such holder's Company Incentive Awards, and (ii) in addition to any other restrictions under the Interim Order and section 238 of the BCBCA, no holders of Company Shares who vote or have instructed a proxyholder to vote such Company Shares in favour of the Arrangement Resolution shall be entitled to exercise Dissent Rights.