Common use of Rights of Dissent Clause in Contracts

Rights of Dissent. Each registered holder of Class A Shares and Class B Shares may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the Dissent Rights) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 of the OBCA, as modified by the Interim Order and this Section 3.1, provided that, notwithstanding subsection 185(6) of the OBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6) of the OBCA must be received by the Corporation not later than 5:00 p.m. (Toronto time) on the date that is two (2) Business Days immediately preceding the date of the Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that duly exercises such holder’s Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Shares held by such holder and, in respect of which Dissent Rights have been validly exercised, to the Purchaser free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1), as provided in Section 2.3(a) and if they: (a) ultimately are entitled to be paid fair value for such Class A Shares or Class B Shares, as the case may be: (i) shall be deemed not to have participated in the transactions in Article

Rights of Dissent. Each registered holder of Class A Shares and Class B Shares Shareholders may exercise dissent rights with respect to any Class A Shares or Class B the Shares held by such holder holders (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 of the OBCA, as modified by the Interim Order and this Section 3.1, ; provided that, notwithstanding subsection 185(6) of the OBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6) of the OBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto Ottawa time) on the date that is two (2) Business Days immediately preceding the date of the Company Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Holders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Shares Shares, held by such holder and, them and in respect of which Dissent Rights have been validly exercised, to the Purchaser Buyer free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Liens, as provided in Section 2.3(a2.3(b) and if they: (a) ultimately are entitled to be paid fair value for such Class A Shares or Class B Shares, as the case may be: (i) shall be deemed not to have participated in the transactions in ArticleArticle 2; (ii) will be entitled to be paid the fair value of such Shares, which fair value, notwithstanding anything to the contrary contained in Part XIV of the OBCA, shall be determined as of the close of business on the day before the Arrangement Resolution was adopted; and (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holders not exercised their Dissent Rights in respect of such Shares; or (b) ultimately are not entitled, for any reason, to be paid fair value for such Shares, shall be deemed to have participated in the Arrangement on the same basis as a non-dissenting holder of Shares.

Rights of Dissent. Each registered holder of Class A Shares and Class B Shares (a) GW Shareholders may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the Dissent Rights) Rights in connection with the Arrangement pursuant to and in the manner set forth in Section 185 238 of the OBCA, BCBCA as modified by the Interim Order, the Final Order and this Section 3.1, 3.01; provided that, notwithstanding subsection 185(6Subsection 242(2) of the OBCABCBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6Subsection 242(2) of the OBCA BCBCA must be received by the Corporation GW not later than 5:00 p.m. (Toronto Vancouver time) on the date that is two (2) Business Days Day immediately preceding the date of the GW Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Shareholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B GW Common Shares held by such holder and, them and in respect of which Dissent Rights have been validly exercised, exercised to the Purchaser FN free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Encumbrances, as provided in Section 2.3(a) 2.03(a), and if they: (ai) ultimately are entitled to be paid fair value for such Class A Shares or Class B GW Common Shares, as shall be paid the case may be: fair value of such GW Common Shares, which shall be the fair value of such GW Common Shares immediately before the approval of the Arrangement by the GW Shareholders and shall not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holders not exercised their Dissent Rights in respect of such GW Common Shares; or (iii) ultimately are not entitled, for any reason, to be paid fair value for such GW Common Shares, shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non-dissenting holder of GW Common Shares.

Rights of Dissent. Each registered holder of Class A Shares and Class B Shares (a) Company Securityholders may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 238 of the OBCA, BCBCA as modified by the Interim Order and this Section 3.1, ; provided that, notwithstanding subsection 185(6Subsection 242(2) of the OBCABCBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6) Subsection 240 of the OBCA BCBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto Vancouver time) on the date that is two (2) Business Days Day immediately preceding the date of the Company Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Securityholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Shares Company Securities held by such holder and, them and in respect of which Dissent Rights have been validly exercised, exercised to the Purchaser free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Encumbrances, as provided in Section 2.3(a) 2.3(b), and if they: (ai) ultimately are entitled to be paid fair value for such Class A Shares Company Securities, to be paid the fair value of such Company Securities, and shall not be entitled to any other payment or Class B Sharesconsideration, as including any payment that would be payable under the case may be: Arrangement had such holders not exercised their Dissent Rights in respect of such Company Securities; or (iii) ultimately are not entitled, for any reason, to be paid fair value for such Company Securities, shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non-dissenting holder of Company Securities.

Rights of Dissent. Each registered holder of Class A Shares and Class B Shares Registered Company Shareholders may exercise rights of dissent rights with respect to any Class A their Company Shares or Class B Shares held by such holder (the Dissent Rights) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 section 190 of the OBCA, CBCA as modified by the Interim Order and this Section 3.1, Article IV (the “Dissent Rights”); provided that, notwithstanding subsection 185(6190(5) of the OBCACBCA, the written notice setting forth such a registered Company Shareholder’s objection to the Arrangement Resolution referred to in subsection 185(6) and exercise of the OBCA Dissent Rights must be received by the Corporation Company not later than 5:00 p.m. (Toronto timeTime) on the date that business day which is two (2) Business Days immediately business days preceding the date of the Meeting (as it may be adjourned or postponed from time to time)Company Meeting. Each Dissenting Holder that Company Shareholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A their Company Shares and Class B Shares held by such holder and, in respect of which Dissent Rights have been validly exercised, to the Purchaser free and clear Buyer as of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, Effective Time as set out in this Section 3.1), as provided in Section 2.3(a3.1(1) and if they: (a1) ultimately are entitled to be paid the fair value for their Company Shares by the Buyer determined in accordance with section 190 of the CBCA, shall be paid the fair value of such Class A Company Shares and will not be entitled to any other payment or Class B Sharesconsideration, as including any payment that would be payable under the case may be: Arrangement had such holders not exercised their Dissent Rights; or (i2) ultimately are not entitled, for any reason, to be paid the fair value for their Company Shares by the Buyer, shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as any non-dissenting Company Shareholder.

Rights of Dissent. Each registered holder Holders of Class A Shares and Class B LAC Shares may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 of the OBCA, as modified by the Interim Order and this Section 3.1, ; provided that, notwithstanding subsection 185(6) of the OBCA, the written objection to the LAC Arrangement Resolution referred to in subsection 185(6) of the OBCA must be received by the Corporation LAC not later than 5:00 4:30 p.m. (Toronto time) on the date that is two (2) Business Days Day immediately preceding the date of the LAC Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Shareholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B LAC Shares held by such holder andthem, and in respect of which Dissent Rights have been validly exercised, to the Purchaser WLC, free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Encumbrances, as provided in Section 2.3(a) above and if they: (a) ultimately are entitled to be paid fair value for such Class A Shares or Class B LAC Shares, as will be entitled to be paid the case may be: fair value by WLC of such LAC Shares, and will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holders not exercised their Dissent Rights in respect of such LAC Shares; or (ib) ultimately are not entitled, for any reason, to be paid fair value for such LAC Shares, shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non-dissenting LAC Shareholder.

Rights of Dissent. Each registered holder Registered Shareholders as of Class A Shares and Class B Shares the record date of the Company Meeting may exercise dissent rights with respect to any Class A Shares or Class B all Shares held by such holder holders (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 section 190 of the OBCACBCA, as modified by the Interim Order, the Final Order and this Section 3.1, ; provided that, notwithstanding subsection 185(6190(5) of the OBCACBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6190(5) of the OBCA CBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto Montreal time) on the date that is two (2) Business Days immediately preceding the date of the Company Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Holders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Shares held by such holder and, in respect of which Dissent Rights have been validly exercised, them to the Purchaser free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Encumbrances, as provided in Section 2.3(a2.3(5) and if they: (a1) ultimately are entitled to be paid fair value for such Class A Shares or Class B Shares, as the case may be: (i) shall be deemed not to have participated in the transactions in ArticleArticle 2 (other than Section 2.3(5)); (ii) will be entitled to be paid the fair value of such Shares, less any applicable withholdings, which fair value, notwithstanding anything to the contrary contained in the CBCA, shall be determined as of the close of business on the day before the Arrangement Resolution was adopted; and (iii) will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holders not exercised their Dissent Rights; or (2) ultimately are not entitled, for any reason, to be paid fair value for their Shares, shall be deemed to have participated in the Arrangement on the same basis as non-Dissenting Holders.

Rights of Dissent. Each registered holder Holders of Class A Shares and Class B Company Shares may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the Dissent Rights"DISSENT RIGHTS") in connection with the Arrangement pursuant to and in the manner set forth in Section 185 190 of the OBCA, CBCA as modified by the Interim Order and this Section 3.1, ; provided that, notwithstanding subsection 185(6190(5) of the OBCACBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6190(5) of the OBCA CBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto Montreal time) on the date that is two (2) Business Days Day immediately preceding the date of the Company Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Shareholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Company Shares held by such holder and, them and in respect of which Dissent Rights have been validly exercised, exercised to the Purchaser free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Liens, as provided in Section 2.3(astep b) of Exhibit II, and if they: (a) ultimately are entitled to be paid fair value for such Class A Shares or Class B Company Shares, as will be entitled to be paid the case may be: fair value of such Company Shares, and will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holders not exercised their Dissent Rights in respect of such Company Shares; or (ib) ultimately are not entitled, for any reason, to be paid fair value for such Company Shares shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non-dissenting holder of Company Shares.

Rights of Dissent. Each registered holder ‌ Holders of Class A Shares and Class B Common Shares may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 under Division 2 of Part 8 of the OBCABCBCA, as modified by the Interim Order and this Section 3.1, 4.1; provided that, notwithstanding subsection 185(6) Section 242 of the OBCABCBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6) Section 242 of the OBCA BCBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto time) on the date that is two (2) Business Days immediately preceding the date of the Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Shareholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Common Shares held by such holder and, them and in respect of which Dissent Rights have been validly exercised, exercised to the Purchaser Company free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Liens, as provided in Section 2.3(a) and if they: (a) ultimately are entitled to be paid fair value for such Class A Common Shares or Class B by the Company, will be entitled to be paid the fair value of such Common Shares, as and will not be entitled to any other payment or consideration, including any payment that would be payable under the case may be: Arrangement had such holders not exercised their Dissent Rights in respect of such Common Shares; or (ib) ultimately are not entitled, for any reason, to be paid fair value for such Common Shares shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non-dissenting holder of Common Shares.

Rights of Dissent. Each registered A holder of Class A Corporation Common Shares and Class B Shares immediately prior to the Effective Time may exercise rights of dissent rights (“Dissent Rights”) in accordance with the procedures set out in Section 190 of the CBCA, as modified by this Article 4, the Interim Order and the Final Order, with respect to any Class A such Corporation Common Shares or Class B Shares held by such holder (the Dissent Rights) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 of the OBCA, as modified by the Interim Order and this Section 3.1Arrangement, provided that, that notwithstanding subsection 185(6Section 190(5) of the OBCACBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6contemplated by Section 190(5) of the OBCA CBCA must be received by the Corporation not later than by 5:00 p.m. pm (Toronto Montreal time) on the date that is two (2) second Business Days Day immediately preceding prior to the date of the Meeting (as it may be adjourned or postponed from time to time)Corporation Meeting. Each Dissenting Holder that duly exercises such holder’s Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Shares held by such holder and, in respect of which Dissent Rights have been validly exercised, to the Purchaser free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1), as provided in Section 2.3(a) and if theyShareholder who is: (a) ultimately are entitled to be paid fair value for such Class A Shares or Class B holder’s Corporation Common Shares, which fair value, notwithstanding anything to the contrary contained in Part XV of the CBCA, shall be determined as of the case may be: (i) close of business on the day before the Final Order becomes effective, shall be deemed to have transferred such holder’s Corporation Common Shares to Corporation as of the Effective Time as set out in Section 3.3(l), and will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such Dissenting Shareholder not exercised Dissent Rights in respect of such Corporation Common Shares; or (b) ultimately not entitled, for any reason, to be paid such fair value for such Corporation Common Shares, shall be deemed to have participated in the transactions in ArticleArrangement with respect to such Corporation Common Shares, as of the Effective Time, on the same basis as a holder of Corporation Common Shares to which Section 3.3(n) applies.

Rights of Dissent. Each registered holder Holders of Class A Shares and Class B Common Shares may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 190 of the OBCACBCA, as modified by the Interim Order and this Section 3.1, 4.1; provided that, notwithstanding subsection 185(6190(5) of the OBCACBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6190(5) of the OBCA CBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto time) on the date that is two (2) Business Days immediately preceding the date of the Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Shareholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred to the Class A Shares and Class B Shares Company held by such holder and, them and in respect of which Dissent Rights have been validly exercised, exercised to the Purchaser Company free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Liens, as provided in Section 2.3(a) and if they: (a) ultimately are entitled to be paid fair value for such Class A Common Shares or Class B by the Company, will be entitled to be paid the fair value of such Common Shares, as and will not be entitled to any other payment or consideration, including any payment that would be payable under the case may be: Arrangement had such holders not exercised their Dissent Rights in respect of such Common Shares; or (ib) ultimately are not entitled, for any reason, to be paid fair value for such Common Shares shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non-dissenting holder of Common Shares.

Rights of Dissent. Each registered holder Holders of Class A Shares and Class B Brigus Shares may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 190 of the OBCACBCA, as modified by the Interim Order and this Section 3.1, 4.1; provided that, notwithstanding subsection 185(6190(5) of the OBCACBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6190(5) of the OBCA CBCA must be received by the Corporation Brigus not later than 5:00 p.m. (Toronto time) on the date that is two (2) Business Days Day immediately preceding the date of the Brigus Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Holders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Brigus Shares held by such holder andthem, and in respect of which Dissent Rights have been validly exercised, to the Purchaser Primero, free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Liens, as provided in Section 2.3(a) 2.3 above and if they: (a) ultimately are entitled to be paid fair value for such Class A Shares or Class B Brigus Shares, as will be entitled to be paid the case may be: fair value of such Brigus Shares, and will not be entitled to any other payment or consideration, including any payment that would be payable under the Arrangement had such holders not exercised their Dissent Rights in respect of such Brigus Shares; or (ib) ultimately are not entitled, for any reason, to be paid fair value for such Brigus Shares, shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non- dissenting Brigus Shareholder.

Rights of Dissent. Each registered holder of Class A Shares and Class B Shares (a) Company Securityholders may exercise dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the “Dissent Rights”) in connection with the Arrangement pursuant to and in the manner set forth in Section 185 238 of the OBCA, BCBCA as modified by the Interim Order and this Section 3.1, ; provided that, notwithstanding subsection 185(6Subsection 242(2) of the OBCABCBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6) Subsection 240 of the OBCA BCBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto Vancouver time) on the date that is two (2) Business Days Day immediately preceding the date of the Company Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Securityholders who duly exercises such holder’s exercise their Dissent Rights shall be deemed to have transferred the Class A Shares and Class B Shares Company Securities held by such holder and, them and in respect of which Dissent Rights have been validly exercised, exercised to the Purchaser free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1)Encumbrances, as provided in Section 2.3(a) 2.3(b), and if they: (ai) ultimately are entitled to be paid fair value for such Class A Shares Company Securities, to be paid the fair value of such Company Securities, and will not be entitled to any other payment or Class B Sharesconsideration, as including any payment that would be payable under the case may be: Arrangement had such holders not exercised their Dissent Rights in respect of such Company Securities; or (iii) ultimately are not entitled, for any reason, to be paid fair value for such Company Securities, shall be deemed not to have participated in the transactions in ArticleArrangement on the same basis as a non-dissenting holder of Company Securities.

Rights of Dissent. Each registered holder Holders of Class A Shares and Class B Company Shares may exercise rights of dissent rights with respect to any Class A Shares or Class B Shares held by such holder (the Dissent Rights) in connection with the Arrangement shares pursuant to and in the manner set forth in Section section 185 of the OBCA, as modified by the Interim Order OBCA and this Section 3.1, 3.1 (the "Dissent Rights") in connection with the Arrangement; provided that, notwithstanding subsection 185(6) of the OBCA, the written objection to the Arrangement Resolution referred to in subsection 185(6) of the OBCA must be received by the Corporation Company not later than 5:00 p.m. (Toronto time) on the date that is two (2) Business Days immediately Day preceding the date Company Shareholders Meeting. Holders of the Meeting (as it may be adjourned or postponed from time to time). Each Dissenting Holder that Company Xxxxxx who duly exercises exercise such holder’s Dissent Rights shall be deemed to have transferred the Class A Shares rights of dissent and Class B Shares held by such holder and, in respect of which Dissent Rights have been validly exercised, to the Purchaser free and clear of all Liens (other than the right to be paid fair value for such Class A Shares or Class B Shares, as the case may be, as set out in this Section 3.1), as provided in Section 2.3(a) and if theywho: (a) are ultimately are determined to be entitled to be paid fair value for their Company Shares will be deemed to have transferred such Class A Company Shares or Class B Sharesto the Company immediately prior to the Effective Time and such Company Shares will be cancelled as of the Effective Time; or (b) are ultimately determined not to be entitled, as the case may be: (i) for any reason, to be paid fair value for their Company Shares shall be deemed not to have participated exercised the Cash Election and shall receive the cash consideration provided for in Section 2.3(2); but in no case shall the transactions in ArticleParent Parties, the Company or any other Person be required to recognize Dissenting Shareholders as holders of Company Shares after the Effective Time, and the names of such Dissenting Shareholders shall be deleted from the registers of holders of Company Shares at the Effective Time.