Common use of Rights of Dissent Clause in Contracts

Rights of Dissent. Pursuant to the Interim Order, each registered Zazu Shareholder may exercise rights of dissent ("Dissent Rights") under Section 190 of the CBCA as modified by this Article 4 as the same may be modified by the Interim Order or the Final Order in respect of the Arrangement, provided that the written objection to the Arrangement Resolution contemplated by Section 190(5) of the CBCA must be sent to and received by Zazu not later than 5:00 p.m. (Eastern time) on the Business day immediately preceding the date of the Zazu Meeting or any date to which the Zazu Meeting may be postponed or adjourned. Zazu Shareholders who duly exercise such rights of dissent and who: (a) are ultimately determined to be entitled to be paid fair value from Zazu, for the Dissenting Shares in respect of which they have exercised Dissent Rights, will be deemed to have irrevocably transferred such Dissenting Shares to Zazu pursuant to Section 3.1(a) in consideration of such fair value; or (b) are ultimately not entitled, for any reason, to be paid fair value for the Dissenting 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 Zazu Shareholder who has not exercised Dissent Rights, as at and from the time specified in Section 3.1(a) and be entitled to receive only the consideration set forth in Section 3.1(c); but in no case will Zazu or Solitario or any other person be required to recognize such holders as holders of Zazu Shares after the completion of the steps set forth in Section 3.1, and each Dissenting Zazu Shareholder will cease to be entitled to the rights of a Zazu Shareholder in respect of the Zazu Shares in relation to which such Dissenting Zazu Shareholder has exercised Dissent Rights and the central securities register of Zazu will be amended to reflect that such former holder is no longer the holder of such Zazu Shares as and from the completion of the steps in Section 3.1.

Rights of Dissent. Pursuant to the Interim Order, each registered Zazu Shareholder Holders of Molson Shares may exercise rights of dissent with respect to such shares pursuant to and in the manner set forth in section 190 of the CBCA and this section 3.1 (the "Dissent Rights") under Section 190 in connection with the Arrangement; provided that, notwithstanding subsection 190(5) of the CBCA as modified by this Article 4 as the same may be modified by the Interim Order or the Final Order in respect of the ArrangementCBCA, provided that the written objection to the Arrangement Resolution contemplated by Section referred to in subsection 190(5) of the CBCA must be sent to and received by Zazu Molson not later than 5:00 p.m. (Eastern Montreal time) on the Business day immediately Day preceding the date Molson Meeting. Holders of the Zazu Meeting or any date to which the Zazu Meeting may be postponed or adjourned. Zazu Shareholders Molson Shares who duly exercise such rights of dissent and who: (a) are ultimately determined to be entitled to be paid fair value from Zazu, for the Dissenting their Molson Shares in respect of which they have exercised Dissent Rights, will shall be deemed to have irrevocably transferred such Dissenting Molson Shares to Zazu pursuant Exchangeco, to Section 3.1(a) the extent the fair value therefor is paid by Exchangeco, and to Molson, to the extent the fair value therefor is paid by Molson, and, in consideration the case of Molson Shares so transferred to Molson such fair valueshares shall be cancelled as of the Effective Date; or (b) are ultimately determined not to be entitled, for any reason, to be paid fair value for the Dissenting their Molson Shares in respect of which they have exercised Dissent Rights, will shall be deemed to have participated in the Arrangement on the same basis as a Zazu Shareholder who has not exercised Dissent Rights, as at non-dissenting holder of Molson Shares and from shall receive the time specified appropriate Exchangeable Shares or Preferred Shares that are in Section 3.1(aturn exchanged for shares of Coors Common Stock on the basis determined in accordance with sections 2.2(g) and be entitled 2.2(h), and the post-amble to receive only section 2.2 as well as the consideration set forth in Section 3.1(camount of the special dividend payable to such shareholders pursuant to section 2.2(a); , but in no case will Zazu or Solitario shall Coors, Exchangeco, Callco, Molson or any other person Person be required to recognize such holders as holders of Zazu Molson Shares after the completion of the steps set forth in Section 3.1Effective Time, and each Dissenting Zazu Shareholder will cease the names of such holders of Molson Shares shall be deleted from the registers of holders of Molson Shares at the Effective Time. Molson shall pay to holders of Molson Shares who have duly exercised their rights of dissent and who are ultimately determined to be entitled to be paid fair value for their Molson Shares any special dividend payable to such shareholders pursuant to section 2.2(a) on the rights date that such shareholders are required to be paid the fair value for their Molson Shares. For the purposes of a Zazu Shareholder in respect determining "fair value" pursuant to section 190 of the Zazu Shares in relation CBCA payable to which such Dissenting Zazu Shareholder has exercised Dissent Rights and holders, the central securities register Court shall exclude the amount of Zazu will be amended to reflect that such former holder is no longer the holder of such Zazu Shares as and special dividend from the completion fair value of the steps in Section 3.1shares otherwise determined thereunder.

Rights of Dissent. Pursuant to the Interim Order‌ 5.1 Notwithstanding Section 3.1, each registered Zazu Shareholder holders of Mylk Shares may exercise rights of dissent ("the “Dissent Rights"”) under Section 190 of in connection with the CBCA as modified by this Article 4 as the same may be modified by Arrangement pursuant to the Interim Order or and in the Final Order manner set forth in respect sections 242 to 247 of the ArrangementBCBCA (collectively, provided that the written objection to the Arrangement Resolution contemplated by Section 190(5) of the CBCA must be sent to and received by Zazu not later than 5:00 p.m. (Eastern time) on the Business day immediately preceding the date of the Zazu Meeting or any date to which the Zazu Meeting may be postponed or adjourned. Zazu “Dissent Procedures”).‌ 5.2 Mylk Shareholders who duly and validly exercise such rights of dissent Dissent Rights with respect to their Mylk Shares (“Dissenting Shares”) and who:who:‌ (a) are ultimately determined to be entitled to be paid fair value from Zazu, for the their Dissenting Shares in respect of which they have exercised Dissent Rights, will be deemed to have irrevocably transferred such their Dissenting Shares to Zazu pursuant EATS and shall be paid an amount equal to Section 3.1(a) in consideration of such fair value; oror‌ (b) for any reason are ultimately not entitled, for any reason, entitled to be paid fair value for the their Dissenting Shares in respect of which they have exercised Dissent RightsShares, will be deemed to have participated in the Arrangement on the same basis as a Zazu non- dissenting Mylk Shareholder who has not exercised Dissent Rights, and will receive EATS Shares on the same basis as at and from the time specified in Section 3.1(a) and be entitled to receive only the consideration set forth in Section 3.1(c)every other non-dissenting Mylk Shareholder; but in no case will Zazu or Solitario or any other person Mylk be required to recognize such holders persons as holders of Zazu holding Mylk Shares on or after the completion Effective Date. 5.3 If a Mylk Shareholder exercises the Dissent Right, EATS will, on the Effective Date, set aside a number of EATS Shares which is attributable under the Arrangement to the Mylk Shares for which Dissent Rights have been exercised. If the dissenting Mylk Shareholder is ultimately not entitled to be paid fair value for their Dissenting Shares, they will be deemed to have participated in the Arrangement on the same basis as the non-dissenting Mylk Shareholders and EATS will distribute to such Mylk Shareholder the EATS Shares that the Mylk Shareholder is entitled to receive pursuant to the terms of the steps set forth in Section 3.1, Arrangement. If a Mylk Shareholder duly complies with the Dissent Procedures and each Dissenting Zazu Shareholder will cease is ultimately entitled to be entitled paid fair value for their Dissenting Shares, EATS will pay the amount to the rights of a Zazu Shareholder be paid in respect of the Zazu Shares in relation to which such Dissenting Zazu Shareholder has exercised Dissent Rights and the central securities register of Zazu will be amended to reflect that such former holder is no longer the holder of such Zazu Shares as and from the completion of the steps in Section 3.1Shares.

Rights of Dissent. Pursuant Orezone Shareholders shall be entitled to exercise dissent rights (“Dissent Rights”) with respect to the Interim Order, each registered Zazu Shareholder may exercise rights of dissent ("Dissent Rights") under Section Orezone Shares pursuant to and in the manner set forth in section 190 of the CBCA as modified by the Interim Order and this Article 4 section 4, but provided that notwithstanding subsection 190(5) of the CBCA, such Dissenting Orezone Shareholder delivers to Orezone written objection to the Arrangement by 5:00 p.m. (Toronto time) on the Business Day immediately prior to the date of the Orezone Meeting and otherwise complies with section 190 of the CBCA (the “Dissent Procedures”). If the Arrangement is concluded, an Orezone Shareholder who 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 same may be CBCA, as modified by the Interim Order or the Final Order in respect of the Arrangementand this section 4, provided that the written objection any such Dissenting Orezone Shareholder who exercises such right to the Arrangement Resolution contemplated by Section 190(5) of the CBCA must be sent to and received by Zazu not later than 5:00 p.m. (Eastern time) on the Business day immediately preceding the date of the Zazu Meeting or any date to which the Zazu Meeting may be postponed or adjourned. Zazu Shareholders who duly exercise such rights of dissent and who: (a) are is ultimately determined to be entitled to be paid fair value from Zazu, for the Dissenting its Orezone Shares in respect of which they have exercised Dissent Rights, will shall be deemed to have irrevocably transferred such Dissenting its Orezone Shares to Zazu IAMGOLD in consideration for a debt claim against IAMGOLD to be paid fair value of such shares pursuant to Section 3.1(a) in consideration of the Dissent Procedures, and shall not be entitled to any other payment or consideration, including any payment under the Arrangement had such fair valueholders not exercised their Dissent Rights; or (b) are is for any reason ultimately not entitled, for any reason, entitled to be paid fair value for the Dissenting Shares in respect of which they have exercised Dissent Rightsits Orezone Shares, will 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 Zazu non-Dissenting Orezone Shareholder who has and shall be 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 exercised Dissent Rights, as at and from the time specified in Section 3.1(a) and be entitled to receive only the consideration set forth in Section 3.1(c); but in . 12. In no case will Zazu shall IAMGOLD, Orezone or Solitario or any other person New Orezone be required to recognize such holders a Dissenting Orezone Shareholder as holders of Zazu Shares an Orezone Shareholder at and after the completion of the steps set forth in Section 3.1Effective Time, and each Dissenting Zazu Shareholder will cease to be entitled to the rights names of a Zazu Shareholder in respect of the Zazu Shares in relation to which such Dissenting Zazu Shareholder has exercised Dissent Rights and Orezone Shareholders shall be removed from the central securities share register of Zazu will be amended to reflect that such former holder is no longer Orezone at the holder of such Zazu Shares as and from the completion of the steps in Section 3.1Effective Time.

Rights of Dissent. Pursuant to the Interim Order, each registered Zazu Terrace Shareholder may exercise rights of dissent ("“Dissent Rights"”) under Section 190 185 of the CBCA OBCA as modified by this Article ARTICLE 4 as the same may be modified by the Interim Order or the Final Order in respect of the Arrangement, provided that the written objection to the Terrace Arrangement Resolution contemplated by Section 190(5) 185 of the CBCA OBCA must be sent to and received by Zazu not later than Terrace by 5:00 p.m. (Eastern Toronto time) on at least two (2) Business Days before the Business day immediately preceding the date of the Zazu Meeting or any date to which the Zazu Meeting may be postponed or adjournedTerrace Meeting. Zazu Terrace Shareholders who duly and validly exercise such rights of dissent and who: (a) are ultimately determined to be entitled to be paid fair value from ZazuTerrace, for the Dissenting Shares in respect of which they have exercised Dissent Rights, will be deemed to have irrevocably transferred such Dissenting Shares (free and clear of all Liens) to Zazu Terrace pursuant to Section 3.1(a3.1(a)(ii) in consideration of such fair value; or (b) are ultimately not entitled, for any reason, to be paid fair value for the Dissenting 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 Zazu Terrace Shareholder who has not exercised Dissent Rights, as at and from the time specified in Section 3.1(a) and be entitled to receive only the consideration set forth in Section 3.1(c); but in no case will Zazu Terrace or Solitario Purchaser or any other person be required to recognize such holders as holders of Zazu Terrace Shares after the completion of the steps set forth in Section 3.13.1(a), and each Dissenting Zazu Shareholder will cease to be entitled to the rights of a Zazu Terrace Shareholder in respect of the Zazu Terrace Shares in relation to which such Dissenting Zazu Shareholder has exercised Dissent Rights and the central securities register of Zazu Terrace Shares maintained by or on behalf of Terrace will be amended to reflect that such former holder is no longer the holder of such Zazu Terrace Shares as from and from after the completion Effective Time. For greater certainty, and in addition to any other restriction under Section 185 of the steps OBCA, Terrace Shareholders who vote, or who have instructed a proxyholder to vote, in Section 3.1favour of the Terrace Arrangement Resolution, will not be entitled to any Dissent Rights. Furthermore: (i) Optionholders; (ii) Warrantholders; and (iii) Subscription Receiptholders are not entitled to any Dissent Rights and none of them are entitled to vote in respect of the Terrace Arrangement Resolution.

Rights of Dissent. Pursuant to Old Lorus Shareholders (other than the Interim Order, each registered Zazu Shareholder Lock-Up Holders) may exercise rights of dissent ("Dissent Rights") under Section in connection with the Arrangement with respect to their Shares pursuant to and in the manner set forth in the Interim Order, section 190 of the CBCA as modified by Act and this Article 4 Section (the “Dissent Rights”) as the same may be modified by the Interim Order or the Final Order in respect of the Arrangement, provided that the written objection to the Arrangement Resolution contemplated by Section 190(5) of the CBCA must be sent to and received by Zazu not later than 5:00 p.m. (Eastern time) on the Business day immediately preceding the date of the Zazu Meeting or any date to which the Zazu Meeting may be postponed or adjournedOrder. Zazu Old Lorus Shareholders who duly exercise such rights of dissent Dissent Rights and who: (a) are ultimately determined to be entitled to be paid fair value for their Old Lorus Shares shall be deemed to have transferred such Old Lorus Shares to New Lorus on the Effective Date simultaneously with the transactions described in Section without any further act or formality and free and clear of all liens, claims and encumbrances, with New Lorus being obligated to pay such Old Lorus Shareholders in consideration therefor the fair value of such 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 Zazu, for the Dissenting register of holders of Old Lorus Shares in respect and New Lorus will be recorded as the registered holder of which they have exercised Dissent Rights, the Old Lorus Shares so transferred and will be deemed to have irrevocably transferred such Dissenting Shares to Zazu pursuant to Section 3.1(a) in consideration be the legal and beneficial owner of such fair valueOld Lorus Shares free and clear of any liens, claims or encumbrances; or (b) for any reason are ultimately not entitled, for any reason, entitled to be paid fair value for the Dissenting their Old Lorus Shares in respect of which they have exercised Dissent Rights, will shall be deemed to have participated in the Arrangement on the same basis as a Zazu any non-dissenting Old Lorus Shareholder who has is not exercised Dissent Rights, a Lock-Up Holder as at and from the time specified Effective Time, and shall be deemed to have transferred their Old Lorus Shares to New Lorus in exchange for New Lorus Shares under Section 3.1(a) and be entitled to receive only the consideration set forth in Section 3.1(c); , but in no case will Zazu or Solitario shall Old Lorus, New Lorus or any other person be required to recognize such holders Old Lorus Shareholders as holders of Zazu Old Lorus Shares after the completion of the steps time set forth out in Section 3.1, and each Dissenting Zazu Shareholder will cease to the names of such Old Lorus Shareholders shall be entitled to deleted from the rights of a Zazu Shareholder in respect of the Zazu Shares in relation to which such Dissenting Zazu Shareholder has exercised Dissent Rights and the central securities register of Zazu will be amended to reflect that such former holder is no longer Old Lorus Shareholders at the holder of such Zazu Shares as and from the completion of the steps time set out in Section 3.1.