Common use of U.S. Securities Laws Clause in Contracts

U.S. Securities Laws. Notwithstanding any provision herein to the contrary, the Purchaser and the Company agree that the Plan of Arrangement will be carried out with the intention that all Purchaser Shares to be issued as Consideration in connection with the Arrangement shall be exempt from registration requirements of the U.S. Securities Act of 1933, as amended, as provided by Section 3(a)(10) thereof, and all such Purchaser Shares to be distributed in the United States pursuant to the Arrangement shall not be subject to resale restrictions in the United States under the U.S. Securities Act (other than in the case of such Purchaser Shares issued to any Company Shareholder that is an “affiliate” (within the meaning of applicable rules under the U.S. Securities Act) of the Purchaser, or was such an “affiliate” within 90 days of the Effective Time.

U.S. Securities Laws. Notwithstanding any provision herein to the contrary, the Purchaser and the Company agree that the Plan of Arrangement will be carried out with the intention that all Purchaser Shares to be issued as Consideration in connection with the Arrangement shall be exempt from registration requirements of the U.S. Securities Act of 1933, as amended, as provided by Section 3(a)(10) thereof, and all such Purchaser Shares to be distributed in the United States pursuant to the Arrangement shall not be subject to resale restrictions in the United States under the U.S. Securities Act (other than in the case of such Purchaser Shares issued to any Company Shareholder that is an “"affiliate” " (within the meaning of applicable rules under the U.S. Securities Act) of the Purchaser, or was such an “"affiliate” " within 90 days of the Effective Time.