Common use of Terms and Issue of Subscription Receipts Clause in Contracts

Terms and Issue of Subscription Receipts. (a) 23,791,824 Subscription Receipts are hereby created and authorized to be issued. (b) The Subscription Receipt Certificates (including all replacements issued in accordance with this Agreement) shall be substantially in the form attached hereto as Schedule 2.2(b), shall bear such distinguishing letters and numbers as the Corporation may, with the approval of the Subscription Receipt Agent and CDS, prescribe, and shall be issuable in any whole number denominations. (c) The Subscription Receipt Agent is hereby directed, concurrently with the execution and delivery of this Agreement, to Authenticate, issue and deliver, at the direction of the Corporation, to: (i) CPPIB a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 8,921,934 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CPPIB dated November 11, 2020 registered in the name of CDS (or its nominee); (ii) CDPQ a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 11,152,417 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CDPQ dated November 11, 2020 registered in the name of CDS (or its nominee); and (iii) OTPP a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 3,717,473 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and OTPP dated November 11, 2020 registered in the name of CDS (or its nominee). (d) Upon the issue of the Subscription Receipts in accordance with Section 2.2(c), Subscription Receipt Certificates shall have been executed by the Corporation and delivered to the Subscription Receipt Agent, Authenticated by the Subscription Receipt Agent upon the written direction provided for in Section 2.2(c) and delivered by the Subscription Receipt Agent to Norton Xxxx Xxxxxxxxx Canada LLP, for and on behalf of the Investors, without any further act of or formality on the part of the Corporation. (e) Each Subscription Receipt shall evidence: (i) (a) if the Acquisition Closing Time occurs prior to the occurrence of a Termination Event, subject to Section 5.8(b), the holder’s subscription for, and the right to receive, pursuant to this Agreement and the Subscription Receipt automatically at the Acquisition Closing Time, without any further action required by such holder and without payment of additional consideration, one fully paid and non-assessable Common Share, together with a Dividend Equivalent Payment, if any, less applicable withholding taxes, as set forth in Section 3.2, or (b) if a Termination Event occurs prior to the Acquisition Closing Time, the right of the holder to receive an amount equal to the full Subscription Price for such Subscription Receipt, together with such holder’s pro rata portion of the aggregate of any Earned Interest, less applicable withholding taxes, in lieu of the right to receive such Common Share, and (ii) the holder’s ownership interest in the Escrowed Funds in accordance with the terms of this Agreement. (f) If a Termination Event occurs, the Subscription Receipt Agent shall pay the balance of the Escrowed Funds and any amounts received from the Corporation pursuant to Section 3.6 in accordance with Section 3.3. (g) For greater certainty, the Subscription Receipt Agent shall expressly not be a trustee of the Receiptholders hereunder and the terms of this Agreement shall not create or be construed as a trust for the benefit of the Receiptholders and, except as and subject to the terms provided herein, the Escrowed Funds shall be the property of the Receiptholders, and shall not form part of the property, estate, assets, undertaking, or effects of the Subscription Receipt Agent.

Terms and Issue of Subscription Receipts. (a) 23,791,824 Each Subscription Receipt shall evidence the right of the holder: (i) if the Acquisition Time occurs by the Deadline, to receive, for no additional consideration, one Unit plus such holder's Acquisition Payment less applicable withholding taxes; or (ii) if the Acquisition Time does not occur by the Deadline, the Northeast Alberta Acquisition is terminated at any earlier time or the Trust has advised the Underwriters or announced to the public that it does not intend to proceed with the Northeast Alberta Acquisition, to receive an amount equal to the sum of the Subscription Price and such holder's pro rata share of the Earned Interest, less applicable withholding taxes, all in the manner and on the terms and conditions set out in this Agreement. (b) A maximum of 9,500,000 Subscription Receipts are hereby created and authorized to be issued. (bc) The Subscription Receipt Certificates (including all replacements issued in accordance with this Agreement) shall be substantially in the form attached hereto as Schedule 2.2(b)"A", shall bear such distinguishing letters and numbers as the Corporation Trust may, with the approval of the Subscription Receipt Escrow Agent and CDS, prescribe, and shall be issuable in any whole number denominations. (cd) The Subscription Receipt Escrow Agent is hereby directed, concurrently with immediately following the execution and delivery of this Agreement, to Authenticateexecute, issue and deliverdeliver to the Lead Underwriters, at the direction on behalf of the CorporationUnderwriters, to: (i) CPPIB a one or more definitive Subscription Receipt Certificate Certificates in the form of a Global Subscription Receipt representing 8,921,934 8,415,500 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CPPIB dated November 11, 2020 registered in the name of CDS (or its nominee); (ii) CDPQ a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 11,152,417 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CDPQ dated November 11, 2020 registered in the name of CDS (or its nominee); and (iii) OTPP a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 3,717,473 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and OTPP dated November 11, 2020 registered in the name of CDS (or its nominee). (d) Upon the issue of the Subscription Receipts in accordance with Section 2.2(c), Subscription Receipt Certificates shall have been executed by the Corporation and delivered to the Subscription Receipt Agent, Authenticated by the Subscription Receipt Agent upon the written direction provided for in Section 2.2(c) and delivered by the Subscription Receipt Agent to Norton Xxxx Xxxxxxxxx Canada LLP, for and on behalf of the Investors, without any further act of or formality on the part of the Corporation. (e) Each Subscription Receipt shall evidence: (i) (a) if the Acquisition Closing Time occurs prior to the occurrence of a Termination Event, subject to Section 5.8(b), the holder’s subscription for, and the right to receive, pursuant to this Agreement and the Subscription Receipt automatically at the Acquisition Closing Time, without any further action required by such holder and without payment of additional consideration, one fully paid and non-assessable Common Share, together with a Dividend Equivalent Payment, if any, less applicable withholding taxes, as set forth in Section 3.2, or (b) if a Termination Event occurs prior to the Acquisition Closing Time, the right of the holder to receive an amount equal to the full Subscription Price for such Subscription Receipt, together with such holder’s pro rata portion of the aggregate of any Earned Interest, less applicable withholding taxes, in lieu of the right to receive such Common Share, and (ii) the holder’s ownership interest in the Escrowed Funds in accordance with the terms of this AgreementU.S. Certificates. (f) If a Termination Event occurs, the Subscription Receipt Agent shall pay the balance of the Escrowed Funds and any amounts received from the Corporation pursuant to Section 3.6 in accordance with Section 3.3. (g) For greater certainty, the Subscription Receipt Agent shall expressly not be a trustee of the Receiptholders hereunder and the terms of this Agreement shall not create or be construed as a trust for the benefit of the Receiptholders and, except as and subject to the terms provided herein, the Escrowed Funds shall be the property of the Receiptholders, and shall not form part of the property, estate, assets, undertaking, or effects of the Subscription Receipt Agent.

Terms and Issue of Subscription Receipts. (a) 23,791,824 7,200,000 Subscription Receipts are hereby created and authorized to be issued. (b) The Any Subscription Receipt Certificates (including all replacements issued in accordance with this Agreement) shall be substantially in the form attached hereto as Schedule 2.2(b), shall bear such distinguishing letters and numbers as the Corporation may, with the approval of the Subscription Receipt Agent and CDS, prescribe, and shall be issuable in any whole number denominations. (c) The Subscription Receipt Agent is hereby directed, concurrently with the execution and delivery of this Agreement, to Authenticate, issue and deliver, at the direction of the Corporation, to: (i) CPPIB to the Investor a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 8,921,934 7,200,000 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CPPIB the Investor dated November 11February 27, 2020 registered in the name of CDS (or its nominee); (ii) CDPQ a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 11,152,417 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CDPQ dated November 11, 2020 registered in the name of CDS (or its nominee); and (iii) OTPP a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 3,717,473 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and OTPP dated November 11, 2020 2021 registered in the name of CDS (or its nominee). (d) Upon the issue of the Subscription Receipts in accordance with Section 2.2(c), the Subscription Receipt Certificates Certificate shall have been executed by the Corporation and delivered to the Subscription Receipt Agent, Authenticated by the Subscription Receipt Agent upon the written direction provided for in Section 2.2(c) and delivered by the Subscription Receipt Agent to Norton Xxxx Xxxxxxxxx Canada XxXxxxxx Xxxxxxxx LLP, for and on behalf of the InvestorsInvestor, without any further act of or formality on the part of the Corporation. (e) Each Subscription Receipt shall evidence: (i) (a) if the Escrow Release Conditions are satisfied and the Acquisition Closing Time occurs on or prior to the occurrence of a Termination Event, subject to Section 5.8(b), the holder’s subscription for, and the right to receive, pursuant to this Agreement and the Subscription Receipt automatically at the Acquisition Closing Time, without any further action required by such holder and without payment of additional consideration, one fully paid and non-assessable Common Share, together with a Dividend Equivalent Payment, if any, less applicable withholding taxes, as set forth in Section 3.2, or (b) if a Termination Event occurs prior to the Acquisition Closing Timeoccurs, the right of the holder to receive an amount equal to the full Subscription Price for such Subscription Receipt, together with such holder’s pro rata portion of the aggregate of any Earned Interest, less applicable withholding taxes, in lieu of the right to receive such Common Share, and (ii) the holder’s ownership interest in the Escrowed Funds in accordance with the terms of this Agreement. (f) If a Termination Event occurs, the Subscription Receipt Agent shall pay the balance of the Escrowed Funds and any amounts received from the Corporation pursuant to Section 3.6 3.5 in accordance with Section 3.3. (g) For greater certainty, the Subscription Receipt Agent shall expressly not be a trustee of the Receiptholders hereunder and the terms of this Agreement shall not create or be construed as a trust for the benefit of the Receiptholders and, except as and subject to the terms provided herein, the Escrowed Funds shall be the property of the Receiptholders, and shall not form part of the property, estate, assets, undertaking, or effects of the Subscription Receipt Agent.

Terms and Issue of Subscription Receipts. (a) 23,791,824 A maximum of 29,900,000 Subscription Receipts (including, for greater certainty, 3,900,000 Over-Allotment Subscription Receipts) are hereby created and authorized to be issued. (b) The Subscription Receipt Certificates (including all replacements issued in accordance with this Agreement) shall be substantially in the form attached hereto as Schedule 2.2(b)“A”, shall bear such distinguishing letters and numbers as the Corporation may, with the approval of the Subscription Receipt Agent and CDS, prescribe, prescribe and shall be issuable in any whole number denominations. (c) The Subscription Receipt Agent is hereby directed, concurrently with the execution and delivery of this Agreement, to Authenticate, issue and deliver, at the direction of the Corporation, to: (i) CPPIB a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 8,921,934 electronically deposit 29,900,000 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CPPIB dated November 11, 2020 registered in the name of CDS (or its nominee); (ii) CDPQ a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 11,152,417 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CDPQ dated November 11, 2020 registered in the name of CDS (or its nominee); and (iii) OTPP a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 3,717,473 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and OTPP dated November 11, 2020 registered in the name of CDS (or its nominee). (d) Upon the issue of the Subscription Receipts in accordance with Section 2.2(c), such Subscription Receipt Certificates Receipts shall be deemed to have been executed by the Corporation and delivered to the Subscription Receipt Agent, Authenticated by the Subscription Receipt Agent upon the written direction provided for in Section 2.2(c) and delivered by electronically deposited with CDS in accordance with the Subscription Receipt Agent to Norton Xxxx Xxxxxxxxx Canada LLPinstructions of TD Securities Inc., for and on behalf of the InvestorsUnderwriters, without any further act of or formality on the part of the Corporation. (e) Receiptholders will be entitled to receive payment of any Dividend Equivalent Payment in accordance with Sections 2.3(a) and 2.3(b), as applicable. (f) Each Subscription Receipt shall evidenceevidence the Receiptholder’s: (i) subscription for one (a1) if the Acquisition Closing Time occurs prior fully paid and non-assessable Common Share; (ii) right to the occurrence of a Termination Event, subject to Section 5.8(b), the holder’s subscription for, and the receive any Dividend Equivalent Payment that becomes payable hereunder; (iii) right to receive, pursuant to this Agreement and the Subscription Receipt Receipt, automatically and without additional consideration or further action on the part of the Receiptholder: (A) if the Acquisition Closing Time occurs prior to the Termination Time, one (1) Common Share at the Acquisition Closing Time, without any further action required by such holder and without payment of additional consideration, one fully paid and non-assessable Common Share, together with a Dividend Equivalent Payment, if any, less applicable withholding taxes, as set forth in Section 3.2, or ; and (bB) if a Termination Event occurs the Escrow Release Notice and Direction is not validly delivered prior to the Acquisition Closing Termination Time, the right of the holder to receive an amount equal to the full Subscription Price for in respect of such Subscription Receipt, together plus any Dividend Equivalent Payment owing in respect of such Subscription Receipt in accordance with such holder’s pro rata portion Section 2.3(b) or the Pro Rata Portion of the aggregate Earned Interest on the Escrowed Funds owing in respect of any Earned Interestsuch Subscription Receipt in accordance with Section 2.4, less applicable withholding taxes, in lieu of the right to receive such Common Share, andas applicable; (iiiv) the holder’s ownership interest in the Escrowed Funds in accordance with the terms of this Agreement, which, for greater certainty, includes the right to receive any Dividend Equivalent Payment from the Escrowed Funds in accordance with Sections 2.3(a) and 2.3(b) or a Pro Rata Portion of the Earned Interest on the Escrowed Funds in accordance with Section 2.4, as applicable. (fg) If a the Acquisition Closing Time occurs prior to the Termination Event Time, the Subscription Receipt Agent shall pay the Escrowed Underwriters’ Fee from the Escrowed Funds to TD Securities Inc., on behalf of the Underwriters, and the Lead Underwriters, on behalf of the Underwriters, shall acknowledge in writing to the Corporation satisfaction by the Corporation of its obligation to pay the Escrowed Underwriters’ Fee to the Underwriters pursuant to the Underwriting Agreement, and the remaining balance of the Escrowed Funds (including any Earned Interest) shall be paid to the Corporation. (h) If the Termination Time occurs, the Subscription Receipt Agent shall pay the balance of the Escrowed Funds and any amounts received from the Corporation pursuant to Section 3.6 3.5 in accordance with Section 3.3. (gi) For greater certainty, the Subscription Receipt Agent shall expressly not be a trustee of the Receiptholders hereunder and the terms of this Agreement shall not create or be construed as a trust for the benefit of the Receiptholders and, except as and subject to the terms provided herein, the Escrowed Funds shall be the property of the Receiptholders, Receiptholders and shall not form part of the property, estate, assets, undertaking, undertaking or effects of the Subscription Receipt Agent, from the date of this Agreement until the Acquisition Closing Time or the Termination Time, as applicable.

Terms and Issue of Subscription Receipts. (a) 23,791,824 Subscription Receipts are hereby created and authorized to be issued. (b) The Subscription Receipt Certificates (including all replacements issued in accordance with this Agreement) shall be substantially in the form attached hereto as Schedule 2.2(b), shall bear such distinguishing letters and numbers as the Corporation may, with the approval of the Subscription Receipt Agent and CDS, prescribe, and shall be issuable in any whole number denominations. (c) The Subscription Receipt Agent is hereby directed, concurrently with the execution and delivery of this Agreement, to Authenticate, issue and deliver, at the direction of the Corporation, to: (i) CPPIB a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 8,921,934 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CPPIB dated November 11, 2020 registered in the name of CDS (or its nominee); (ii) CDPQ a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 11,152,417 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CDPQ dated November 11, 2020 registered in the name of CDS (or its nominee); and (iii) OTPP a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 3,717,473 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and OTPP dated November 11, 2020 registered in the name of CDS (or its nominee). (d) Upon the issue of the Subscription Receipts in accordance with Section 2.2(c), Subscription Receipt Certificates shall have been executed by the Corporation and delivered to the Subscription Receipt Agent, Authenticated by the Subscription Receipt Agent upon the written direction provided for in Section 2.2(c) and delivered by the Subscription Receipt Agent to Norton Xxxxxx Xxxx Xxxxxxxxx Canada LLP, for and on behalf of the Investors, without any further act of or formality on the part of the Corporation. (e) Each Subscription Receipt shall evidence: (i) (a) if the Acquisition Closing Time occurs prior to the occurrence of a Termination Event, subject to Section 5.8(b), the holder’s subscription for, and the right to receive, pursuant to this Agreement and the Subscription Receipt automatically at the Acquisition Closing Time, without any further action required by such holder and without payment of additional consideration, one fully paid and non-assessable Common Share, together with a Dividend Equivalent Payment, if any, less applicable withholding taxes, as set forth in Section 3.2, or (b) if a Termination Event occurs prior to the Acquisition Closing Time, the right of the holder to receive an amount equal to the full Subscription Price for such Subscription Receipt, together with such holder’s pro rata portion of the aggregate of any Earned Interest, less applicable withholding taxes, in lieu of the right to receive such Common Share, and (ii) the holder’s ownership interest in the Escrowed Funds in accordance with the terms of this Agreement. (f) If a Termination Event occurs, the Subscription Receipt Agent shall pay the balance of the Escrowed Funds and any amounts received from the Corporation pursuant to Section 3.6 in accordance with Section 3.3. (g) For greater certainty, the Subscription Receipt Agent shall expressly not be a trustee of the Receiptholders hereunder and the terms of this Agreement shall not create or be construed as a trust for the benefit of the Receiptholders and, except as and subject to the terms provided herein, the Escrowed Funds shall be the property of the Receiptholders, and shall not form part of the property, estate, assets, undertaking, or effects of the Subscription Receipt Agent.

Terms and Issue of Subscription Receipts. (a) 23,791,824 A maximum of 96,600,000 Subscription Receipts are hereby created and authorized to be issued. (b) The Subscription Receipt Certificates (including all replacements issued in accordance with this Agreement) shall be substantially in the form attached hereto as Schedule 2.2(b), shall bear such distinguishing letters and numbers as the Corporation may, with the approval of the Subscription Receipt Agent and CDS, prescribe, and shall be issuable in any whole number denominations. (c) The Subscription Receipt Agent is hereby directed, concurrently with the execution and delivery of this Agreement, to Authenticatecertify, issue and deliverdeliver to RBC Dominion Securities Inc., at the direction on behalf of the CorporationUnderwriters, to: (i) CPPIB a one or more definitive Subscription Receipt Certificate Certificates in the form of a Global Subscription Receipt representing 8,921,934 96,600,000 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CPPIB dated November 11, 2020 registered in the name of CDS (or its nominee); (ii) CDPQ a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 11,152,417 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and CDPQ dated November 11, 2020 registered in the name of CDS (or its nominee); and (iii) OTPP a definitive Subscription Receipt Certificate in the form of a Global Subscription Receipt representing 3,717,473 Subscription Receipts issued pursuant to the Subscription Agreement between the Corporation and OTPP dated November 11, 2020 registered in the name of CDS (or its nominee). (d) Upon the issue of the Subscription Receipts in accordance with Section 2.2(c), Subscription Receipt Certificates shall have been executed by the Corporation and delivered to the Subscription Receipt Agent, Authenticated certified by the Subscription Receipt Agent upon the written direction provided for in Section 2.2(c) and delivered by the Subscription Receipt Agent to Norton Xxxx Xxxxxxxxx Canada LLP, RBC Dominion Securities Inc. for and on behalf of the InvestorsUnderwriters, without any further act of or formality on the part of the Corporation. (e) Holders of Subscription Receipts will be entitled to receive payment of any Dividend Equivalent Payment in accordance with Sections 2.3(a) and 2.3(b). (f) Each Subscription Receipt shall evidence: (i) (a) if the Acquisition Closing Time occurs prior to the occurrence of a Termination Event, subject to Section 5.8(b), the holder’s subscription for, and the right to receive, pursuant to this Agreement and the Subscription Receipt automatically at the Acquisition Closing Time, without any further action required by such on the part of the holder thereof and without payment of additional consideration, one fully paid and non-assessable Common Share, together with a Dividend Equivalent Payment, if any, less applicable withholding taxesShare of the Corporation, as set forth in Section 3.2, or (b) if a the Termination Event Time occurs prior to the Acquisition Closing Time, the right of the holder to receive an amount equal to the full Subscription Price for such Subscription Receipt, together with such holder’s pro rata portion of the aggregate of any Earned Interest, less applicable withholding taxes, as set forth in Section 3.3(a)(ii)(A) in lieu of the right to receive such Common ShareShare of the Corporation, and any unpaid Dividend Equivalent Payment owing to the holder as set forth in Section 3.3(a)(ii)(B), and (ii) the holder’s ownership interest in the Escrowed Funds in accordance with the terms of this Agreement, which, for greater certainty, includes the right to receive Dividend Equivalent Payments from the Escrowed Funds in the manner provided for in Section 2.3. (fg) lf the Acquisition Closing Time occurs prior to the Termination Time, the Subscription Receipt Agent shall pay the Escrowed Underwriters’ Fee from the Escrowed Underwriters’ Funds to RBC Dominion Securities Inc., on behalf of the Underwriters, and the Lead Underwriters, on behalf of the Underwriters, shall acknowledge in writing to the Corporation satisfaction by the Corporation of its obligation to pay the Escrowed Underwriters’ Fee to the Underwriters pursuant to the Underwriting Agreement, and the remaining balance of the Escrowed Underwriters’ Funds (including any remaining Earned Interest) shall be paid to the Corporation. (h) If a the Termination Event Time occurs, the Subscription Receipt Agent shall pay the balance of the Escrowed Funds and any amounts received from the Corporation pursuant to Section 3.6 3.5 in accordance with Section 3.3. (gi) For greater certainty, the Subscription Receipt Agent shall expressly not be a trustee of the Receiptholders hereunder and the terms of this Agreement shall not create or be construed as a trust for the benefit of the Receiptholders and, except as and subject to the terms provided herein, the Escrowed Funds shall be the property of the Receiptholders, and shall not form part of the property, estate, assets, undertaking, or effects of the Subscription Receipt Agent, from the date of this Agreement until the Acquisition Closing Time.