Top-Up Securities. (a) For so long as the CBG Group continues to hold at least the Target Number of Shares, CBG and/or GCILP shall have a right (the “Top-Up Right”) to subscribe for Common Shares in respect of any Top-Up Securities that the Company may, from time to time, issue after the date of this Agreement, subject to any TSX, NYSE or other stock exchange requirements as may then be applicable. The number of Common Shares that may be subscribed for by CBG and/or GCILP pursuant to the Top-Up Right shall be equal to up to the Percentage of Outstanding Common Shares expressed as a percentage of the Top-Up Securities. The term “
Top-Up Securities. (a) Until the Trigger Time, Altria shall have a right (the “Top-Up Right”) to subscribe for Common Shares in connection with any Top-Up Securities that the Company may, from time to time, issue after the date of this Agreement; provided that in the event that the approval of the TSX, NASDAQ or other stock exchange shall be required in order to exercise a Top-Up Right, the Company shall use its reasonable best efforts to obtain such approval as promptly as practicable. The maximum number of Common Shares that may be subscribed for by Altria pursuant to the Top-Up Right shall equal the number of Common Shares such that, after giving effect to the issuance of the Top-Up Securities and the Common Shares issued pursuant to the Top-Up Right, the percentage of Common Shares of the Company beneficially owned by the Altria Group, calculated on a non-diluted basis, is equal to such percentage immediately prior to such issuances. In determining the percentage applicable to the Top-Up Right with respect to any fiscal quarter, any prior issuances of Common Shares by the Company with respect to which (i) Altria had a Pre-Emptive Right or Top-Up Right and (ii) (A) the period for exercise thereof shall not have expired or (B) to the extent Altria shall have exercised such Pre-Emptive Right or Top-Up Right, the closing of such sale shall not yet have occurred, in each case, as of the date of such calculation shall be excluded.
Top-Up Securities. (a) For so long as the CBG Group continues to hold at least the Target Number of Shares, CBG and/or GCILP shall have a right (the “Top-Up Right”) to subscribe for Common Shares in respect of any Top-Up Securities that the Company may, from time to time, issue after the date of the Amended and Restated Investor Rights Agreement, subject to any TSX, NYSE or other stock exchange requirements as may then be applicable. In the event that the approval of the TSX, NYSE or other stock exchange is required in order to exercise a Top-Up Right, the Company shall use its commercially reasonable efforts to obtain such approval. The number of Common Shares that may be subscribed for by CBG and/or GCILP pursuant to the Top-Up Right shall be equal to up to the Percentage of Outstanding Common Shares expressed as a percentage of the Top-Up Securities. The term “
Top-Up Securities. In the event that (i) all the Conditions are not satisfied on the Closing Date or, in respect of any Additional Forward Sale Agreement entered into pursuant to Section 2(b)(1)(A) hereof, all the Additional Conditions are not satisfied on the relevant Option Closing Date, as the case may be, and a Forward Seller elects, pursuant to Section 2(a)(3) hereof or Section 2(b)(2) hereof, as the case may be, not to deliver the Borrowed Firm Securities or the Borrowed Option Securities deliverable by such Forward Seller, as applicable, (ii) in a Forward Purchaser’s commercially reasonable judgment, its affiliated Forward Seller is unable to borrow and deliver for sale under this Agreement a number of shares of Common Stock equal to the number of the Borrowed Firm Securities or the Borrowed Option Securities, as applicable, to be sold by it hereunder or (iii) in a Forward Purchaser’s commercially reasonable judgment, its affiliated Forward Seller would incur a stock loan cost of more than a rate equal to 200 basis points per annum to borrow and deliver for sale under this Agreement a number of shares of Common Stock equal to the number of the Borrowed Firm Securities or the Borrowed Option Securities, as applicable, to be sold by it hereunder, then, in each case, the Company shall issue and sell to the Underwriters, pursuant to Section 2 hereof, in whole but not in part, an aggregate number of shares of Common Stock equal to the number of Borrowed Firm Securities or Borrowed Option Securities, as the case may be, that such Forward Seller does not so deliver and sell to the Underwriters. In connection with any such issuance and sale by the Company, the Representatives, the Forward Purchasers and the Forward Sellers shall have the right to postpone the Closing Date or the relevant Option Closing Date, as the case may be, for a period not exceeding one business day in order to effect any required changes in any documents or arrangements. The shares of Common Stock sold by the Company to the Underwriters pursuant to this Section 11(a) in lieu of Borrowed Firm Securities are referred to herein as the “Company Top-Up Firm Securities”, and the shares of Common Stock sold by the Company to the Underwriters pursuant to this Section 11(a) in lieu of Borrowed Option Securities are referred to herein as the “Company Top-Up Option Securities”.
Top-Up Securities. (a) Until the Percentage of Outstanding Subordinate Voting Shares is less than 10 percent, BSM shall have a right (the “Top-Up Right”) to subscribe for Shares in respect of any Top-Up Securities that the Company may, from time to time, issue after the date of this Agreement, subject to any TSX-V or other stock exchange requirements as may then be applicable. In the event that the approval of the TSX- V or other stock exchange is required in order to exercise a Top-Up Right, the Company shall use its commercially reasonable efforts to obtain such approval. The number of Shares that may be subscribed for by BSM pursuant to the Top-Up Right shall be equal to up to the Percentage of Outstanding Subordinate Voting Shares expressed as a percentage of the Top-Up Securities. The term “
