Common use of Tender Offers Clause in Contracts

Tender Offers. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Shares (an “Offer”) is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco to redeem (or RTO Acquiror or Callco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transaction.

Tender Offers. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Molycorp Shares (an “Offer”) is proposed by RTO Acquiror Molycorp or is proposed to RTO Acquiror Molycorp or its shareholders and is recommended by the Board board of Directors directors of RTO AcquirorMolycorp, or is otherwise effected or to be effected with the consent or approval of the Board board of Directors directors of RTO AcquirorMolycorp, and the Exchangeable Shares are not redeemed by Canco Exchangeco or purchased by RTO Acquiror Molycorp or Callco pursuant to the Redemption Call Right, RTO Acquiror shall expeditiously Molycorp and in good faith Exchangeco will use reasonable best efforts to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror Molycorp and its affiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Molycorp Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall Molycorp and Exchangeco will use reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco Exchangeco (or, if so required, to ensure that any such retraction, retraction shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco Exchangeco to redeem (redeem, or RTO Acquiror Molycorp or Callco to purchase pursuant to the Redemption Call Right) , Exchangeable Shares, as applicable, Shares in the event of an RTO Acquiror a Molycorp Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquiror and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Common Shares (an “"Offer”") is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco ExchangeCo or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesAffiliates) to participate in such Offer offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Common Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer offer without being required to retract Exchangeable Shares as against Canco ExchangeCo (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco ExchangeCo to redeem (or RTO Acquiror or Callco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transaction.

Tender Offers. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Newmont Shares (an “Offer”"OFFER") is proposed by RTO Acquiror Newmont or is proposed to RTO Acquiror Newmont or its shareholders and is recommended by the Board of Directors of RTO AcquirorNewmont, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO AcquirorNewmont, and the Exchangeable Shares are not redeemed by Canco Acquisitionco or purchased by RTO Acquiror Callco or Callco Newmont pursuant to the Redemption Call Right, RTO Acquiror shall Newmont will expeditiously and in good faith take all such actions and do all such things as are reasonably necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror Newmont and its affiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Newmont Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall Newmont will expeditiously and in good faith take all such actions and do all such things as are reasonably necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco Acquisitionco (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco Acquisitionco to redeem (or RTO Acquiror Callco or Callco Newmont to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror a Newmont Control Transaction.

Tender Offers. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Shares for the purpose of acquiring shares of LCE Stock (an “Offer”"OFFER") is proposed by RTO Acquiror LCE or is proposed to RTO Acquiror LCE or its shareholders stockholders and is recommended by the Board board of Directors directors of RTO AcquirorLCE, or is otherwise effected or to be effected with the consent or approval of the Board board of Directors directors of RTO AcquirorLCE, and the Exchangeable Shares are not redeemed by Canco the Corporation or purchased by RTO Acquiror Callco ULC or Callco LLC pursuant to the Redemption Call Right, RTO Acquiror shall LCE will expeditiously and in good faith take all such actions and do all such things as are reasonably necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesholders of Nullified Shares) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Sharesshares of LCE Stock, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall expeditiously and in good faith take all such actions and do all such things as are necessary or desirable LCE will use its best efforts to ensure that permit holders of Exchangeable Shares may to participate in each such Offer without being required to retract Exchangeable Shares as against Canco the Corporation (or, if so required, to ensure that any such retraction, retraction shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco the Corporation to redeem (or RTO Acquiror Callco ULC or Callco LLC to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror LCE Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquiror and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Shares (an “Offer”) is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco ExchangeCo or purchased by RTO Acquiror or Callco CallCo pursuant to the Redemption Call Right, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesAffiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco ExchangeCo (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco ExchangeCo to redeem (or RTO Acquiror or Callco CallCo to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquiror and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Shares (an “Offer”"OFFER") is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesAffiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco to redeem (or RTO Acquiror or Callco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transaction.

Tender Offers. In the event that a tender offer, share exchange offer, issuer bid, take-take- over bid or similar transaction with respect to RTO Acquiror InfoSpace Common Shares (an “"Offer”") is proposed by RTO Acquiror InfoSpace or is proposed to RTO Acquiror InfoSpace or its ----- shareholders and is recommended by the Board of Directors of RTO AcquirorInfoSpace, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO AcquirorInfoSpace, and the Locus Exchangeable Shares are not redeemed by Canco Locus Holdings or purchased by RTO Acquiror or Callco pursuant to InfoSpace Nova Scotia as contemplated by and in compliance with the Redemption Call RightShare Provisions, RTO Acquiror shall InfoSpace will use its reasonable efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Locus Exchangeable Shares (other than RTO Acquiror and its affiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror InfoSpace Common Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall InfoSpace will use its reasonable efforts expeditiously and in good faith take all such actions (and do all such things as are necessary shall, in the case of a transaction by InfoSpace or desirable where InfoSpace is a participant in the negotiation thereof) to ensure that holders of Locus Exchangeable Shares may participate in each all such Offer Offers without being required to retract Locus Exchangeable Shares as against Canco Locus Holdings (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such the Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco Locus Holdings under the Share Provisions to redeem (or RTO Acquiror or Callco InfoSpace Nova Scotia to purchase pursuant to the Redemption Call Right) Locus Exchangeable Shares, as applicable, in the event of an RTO Acquiror InfoSpace Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Parent and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-take over bid or similar transaction with respect to RTO Acquiror Parent Shares (an “Offer”) is proposed by RTO Acquiror Parent or is proposed to RTO Acquiror Parent or its shareholders and is recommended by the Board of Directors of RTO AcquirorParent, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO AcquirorParent, and the Exchangeable Shares are not redeemed by Canco or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall Parent will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror Parent and its affiliatesAffiliates) to participate in such Offer to the same extent as, and on an a basis that is equivalent (economically equivalent and otherwise) to the basis as on which, the holders of RTO Acquiror SharesParent Shares participate, without discrimination, it being understood that if such equivalent participation cannot be achieved, the Exchangeable Shares shall be redeemed by Purchaser (as set forth in clause (b) of the definition of “Redemption Date”) or purchased by Canco pursuant to the Redemption Call Right. Without limiting the generality of the foregoing, RTO Acquiror shall Parent will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco Purchaser (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect limit the rights of Canco Purchaser to redeem (or RTO Acquiror or Callco Canco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transactionas described above.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquiror and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Common Shares (an “Offer”) is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco ExchangeCo or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesAffiliates) to participate in such Offer offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Common Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer offer without being required to retract Exchangeable Shares as against Canco ExchangeCo (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco ExchangeCo to redeem (or RTO Acquiror or Callco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquiror and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Shares (an “"Offer”") is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco Exchangeco or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesAffiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco Exchangeco (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco Exchangeco to redeem (or RTO Acquiror or Callco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquiror and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Shares (an “Offer”) is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco the Corporation or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesAffiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco the Corporation (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco to redeem the Corporation (or RTO Acquiror or Callco to purchase pursuant to the Redemption Call Right) to redeem Exchangeable Shares, as applicable, Shares in the event of an RTO Acquiror Control Transaction.

Tender Offers. In the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Redback Common Shares (an “Offer”"OFFER") is proposed by RTO Acquiror Redback or is proposed to RTO Acquiror Redback or its shareholders and is recommended by the Board board of Directors directors of RTO AcquirorRedback, or is otherwise effected or to be effected with the consent or approval of the Board board of Directors directors of RTO AcquirorRedback, and the Exchangeable Shares are not redeemed by Canco Exchangeco or purchased by RTO Acquiror or Callco Newco pursuant to the Redemption Call Right, RTO Acquiror shall Redback will use its reasonable efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror Redback and its affiliatesAffiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Redback Common Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall Redback will use its reasonable efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco Exchangeco (or, if so required, to ensure that any such retraction, retraction shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the OfferOffer and, in such event, Newco shall be entitled to exercise the Retraction Call Right without compliance with the notice provisions thereof). Nothing herein shall affect the rights of Canco Exchangeco to redeem (or RTO Acquiror or Callco Newco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror a Redback Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquiror and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Shares (an “"Offer”") is proposed by RTO Acquiror or is proposed to RTO Acquiror or its shareholders and is recommended by the Board of Directors of RTO Acquiror, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO Acquiror, and the Exchangeable Shares are not redeemed by Canco ExchangeCo or purchased by RTO Acquiror or Callco CallCo pursuant to the Redemption Call Right, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror and its affiliatesAffiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco ExchangeCo (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco ExchangeCo to redeem (or RTO Acquiror or Callco CallCo to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Control Transaction.

Tender Offers. In For so long as Exchangeable Shares remain outstanding (not including Exchangeable Shares held by Acquirer and its Affiliates), in the event that a tender offer, share exchange offer, issuer bid, take-over bid or similar transaction with respect to RTO Acquiror Acquirer Shares (an “"Offer”") is proposed by RTO Acquiror Acquirer or is proposed to RTO Acquiror Acquirer or its shareholders and is recommended by the Board of Directors of RTO AcquirorAcquirer, or is otherwise effected or to be effected with the consent or approval of the Board of Directors of RTO AcquirorAcquirer, and the Exchangeable Shares are not redeemed by Canco or purchased by RTO Acquiror or Callco pursuant to the Redemption Call Right, RTO Acquiror shall Acquirer will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit holders of Exchangeable Shares (other than RTO Acquiror Acquirer and its affiliatesAffiliates) to participate in such Offer to the same extent and on an economically equivalent basis as the holders of RTO Acquiror Acquirer Shares, without discrimination. Without limiting the generality of the foregoing, RTO Acquiror shall Acquirer will use its reasonable best efforts expeditiously and in good faith take all such actions and do all such things as are necessary or desirable to ensure that holders of Exchangeable Shares may participate in each such Offer without being required to retract Exchangeable Shares as against Canco (or, if so required, to ensure that any such retraction, shall be effective only upon, and shall be conditional upon, the closing of such Offer and only to the extent necessary to tender or deposit to the Offer). Nothing herein shall affect the rights of Canco to redeem (or RTO Acquiror or Callco to purchase pursuant to the Redemption Call Right) Exchangeable Shares, as applicable, in the event of an RTO Acquiror Acquirer Control Transaction.