Common use of Change in Material Fact Clause in Contracts

Change in Material Fact. In the event that prior to the Time of Closing on the Closing Date, the Agents and/or the Agents’ representatives, through their due diligence investigations, or otherwise discover or there should occur a material change or a change in any material fact or new material fact shall arise, which, in the sole opinion of BMO, has or could be expected to be Material Adverse, or materially adversely affects the market price or value of the Common Shares, the Agents shall be entitled, at their sole option, in accordance with Section 12.H, to terminate the obligations of the Agents under this agreement (and the obligations of the Purchasers under the Subscription Agreements) by written notice to that effect given to the Company prior to the Time of Closing on the Closing Date.

Change in Material Fact. In the event that If prior to the Time of Closing on the Closing DateTime, the Agents and/or or the Agents’ representatives, through their due diligence investigations, or otherwise discover or there should occur a material change or a change in any material fact or new material fact shall arise, which, in the sole opinion of BMOthe Agents, has or could be expected to be Material Adversehave an adverse change or adverse effect on the business, affairs or materially adversely affects profitability of the Company or on the market price or value of the Common Shares, the Agents shall be entitled, at their sole option, in accordance with Section 12.Hsubparagraph 7(h), to terminate the their obligations of the Agents under this agreement Agreement (and the obligations of the Purchasers under the Subscription Agreementsarranged by them to purchase Common Shares) by written notice to that effect given to the Company prior to the Time of Closing on the Closing DateTime.

Change in Material Fact. In the event that prior to the Time Closing Time, there is in the opinion of Closing on the Closing DateAgent acting reasonably, the Agents and/or the Agents’ representatives, through their due diligence investigations, or otherwise discover or there should occur a material change or a change in any material fact or a new or undisclosed material fact shall arisearise or be discovered, which, in the sole opinion of BMOthe Agent, acting reasonably, has or could would be expected to be Material Adverse, have an adverse change or materially adversely affects effect on the business or affairs of the Company or on the market price price, value or value marketability of the Common Shares, the Agents Agent shall be entitled, at their its sole optiondiscretion, in accordance with Section 12.HSubsection 7.8, to terminate the its obligations of the Agents under this agreement Agreement (and the obligations of the Purchasers under arranged by them to purchase the FT Units and Subscription AgreementsReceipts) by written notice to that effect given to the Company prior to the Time of Closing on the Closing DateTime.

Change in Material Fact. In the event that prior to the Time of Closing on the Closing Date, the Agents and/or Agent or the Agents’ Agent’s representatives, through their due diligence investigations, or otherwise discover or there should occur a material change or a change in any material fact or new material fact shall arise, which, in the sole opinion of BMOthe Agent, has or could be expected to be Material Adversehave a material adverse change or material adverse effect on the business, affairs or materially adversely affects profitability of the Corporation or on the market price or value of the Common SharesOffered Securities, the Agents Agent shall be entitled, at their its sole option, in accordance with Section 12.Hsubsection 15.8 of this Agreement, to terminate the its obligations of the Agents under this agreement Agreement (and the obligations of the Purchasers under Purchaser arranged by it to purchase the Subscription AgreementsOffered Securities) by written notice to that effect given to the Company Corporation prior to the Time of Closing on the Closing Date.

Change in Material Fact. In the event that prior to the Time of Closing on the Closing Date, the Agents and/or the Agents’ representativesor any of them, through their due diligence investigationsinvestigations or otherwise, or otherwise discover discover, or there should occur occur, a material change or a change in any a material fact or a new material fact shall arise, which, in the sole opinion of BMOthe Agents or any of them, has or could be expected to be Material acting reasonably, is Materially Adverse, or materially adversely affects the market price or value of the Common SharesSubscription Receipts, each of the Agents Agents, or all of them, shall be entitled, at their sole option, acting reasonably, and in accordance with Section 12.H12(8) of this Agreement, to terminate the their obligations of the Agents under this agreement Agreement (and the obligations of the Purchasers under the Subscription Agreements, if any) by written notice to that effect given to the Company prior to the Time of Closing on the Closing DateTime.

Change in Material Fact. In the event that prior to the Time of Closing on the Closing DateTime, the Agents and/or or the Agents’ representatives, through their due diligence investigations, or otherwise discover or there should occur a material change or a change in any material fact or new material fact shall arise, which, in the sole opinion of BMOthe Agents, has or could be expected to be Material Adversehave an adverse change or adverse effect on the business, affairs or materially adversely affects profitability of the Company or on the market price or value of the Common Shares, the Agents shall be entitled, at their sole option, in accordance with Section 12.Hsubparagraph 7(h), to terminate the their obligations of the Agents under this agreement Agreement (and the obligations of the Purchasers under the Subscription Agreementsarranged by them to purchase Common Shares) by written notice to that effect given to the Company prior to the Time of Closing on the Closing DateTime.