Common use of Bonus Fee Clause in Contracts

Bonus Fee. 4.1. In the event: a. during the Term, completes a Corporate Event (as herein defined); or b. during the Term, the Company enters into a definitive agreement with respect to a Corporate Event, and such Corporate Event is completed within twelve (12) months of the date of termination or expiry of this Agreement, the Company shall pay to the Consultant a bonus fee equal to CAD$150,000, plus GST/HST (if applicable) (the “Bonus Fee”). 4.2. For the purposes of this Agreement, a “Corporate Event” shall mean: (i) a merger, amalgamation, consolidation, reorganization or arrangement of the Company with or into another corporation (other than a merger, amalgamation, consolidation, reorganization or arrangement of the Company with one or more of its subsidiaries), involving the Company and any other corporation or other entity or person in which the persons who were the shareholders of the Company immediately prior to such merger, amalgamation, reorganization, consolidation or other transaction own shares representing in the aggregate less than fifty percent (50%) of the votes attaching to the outstanding voting shares of the surviving or continuing entity after such merger, amalgamation, reorganization, consolidation or other transaction; (ii) the sale, exchange or transfer by the Company’s shareholders, in a single transaction or series of related transactions, of shares representing not less than a majority of the votes attaching to the outstanding voting shares of the Company; (iii) the sale, lease, license, abandonment, transfer or other disposition of all or substantially all the assets of the Company; or (iv) any other acquisition of the business of the Company as determined by the Board of Directors.