Contractual Right of Action for Rescission. By its acceptance and acknowledgement of this offer, the Company hereby provides a right of rescission as set out below, which right shall be exercisable by the Subscriber and any subsequent holders from time to time of the Subscriber’s Special Warrants: In the event that a holder of a Special Warrant who acquires Underlying Shares upon the deemed exercise of a Special Warrant as provided for in the Final Prospectus, is or becomes entitled under applicable Securities Laws to the remedy of rescission by reason of the Final Prospectus or any amendment thereto containing a misrepresentation, such holder shall be entitled to rescission not only of the holder's exercise of its Special Warrant, but also of the private placement transaction pursuant to which the Special Warrant was initially acquired and shall be entitled in connection with such rescission to a full refund from the Company of the amount of the purchase price paid on Closing to the Company, on the acquisition of the Special Warrant. In the event such holder is a permitted assignee of the interest of the original Special Warrant subscriber in accordance with the Special Warrant Certificate, such permitted assignee shall be entitled to exercise such rights of rescission and refund as if such permitted assignee were such original subscriber. The provisions of this section are a direct contractual right extended by the Company alone (but specifically not by the directors, officers or other agents of the Company) to holders of Special Warrants, permitted assignees of such holders and holders of Underlying Shares acquired by such holders on exercise of Special Warrants and are in addition to any other right or remedy available to a holder of Special Warrants under applicable law. The foregoing contractual rights of action for rescission will be subject to the applicable defences, limitations and other provisions set out in the Securities Act (British Columbia) and the equivalent provisions of the securities legislation of the Designated Provinces.
Contractual Right of Action for Rescission. As part of the Subscription Agreements, the Company has delivered, and shall be deemed to have delivered, to the Purchasers (including the Underwriter) contractual rights of action for rescission at the Special Warrant Closing Time or subsequent thereto.
Contractual Right of Action for Rescission. In the event that a holder of Special Warrants, who acquires the Debentures upon the exercise of the Special Warrants as provided for in the Prospectus, is or becomes entitled under the Securities Act (British Columbia), the Securities Act (Alberta) or the Securities Act (Ontario) or the securities laws of any other jurisdiction to the remedy of rescission by reason of the Prospectus or any amendment thereto containing a misrepresentation, such holder shall be entitled to rescission not only of the holder's exercise of its Special Warrant(s) but also of the private placement transaction pursuant to which the Special Warrants were initially acquired, and shall be entitled in connection with such rescission to a full refund of all consideration paid on the acquisition of the Special Warrants. In the event such holder is a permitted assignee of the interest of the original Special Warrants subscriber, such permitted assignee shall be entitled to exercise the rights of rescission and refund granted hereunder as if such permitted assignee were such original subscriber. The foregoing is in addition to any other right or remedy available to a holder of Special Warrants under Section 130 of the Securities Act (Ontario), or otherwise at law or pursuant to the applicable securities regulatory requirements of the Qualifying Jurisdictions. 144554\0514777.WP - 6 -
Contractual Right of Action for Rescission. As part of the Subscription Agreements, the Company has delivered, and shall be deemed to have delivered, to the Purchasers (including the Agents) contractual rights of action for rescission at the Special Warrant Closing Time or subsequent thereto.
Contractual Right of Action for Rescission. In the event that a holder of Special Warrants, who acquires Shares upon the exercise of the Special Warrants as provided for in the Prospectus, is or becomes entitled under the Securities Act of British Columbia, to the remedy of rescission by reason of the Prospectus or any amendment thereto containing a misrepresentation, such holder shall, subject to available defences and any limitation period under applicable securities legislation, be entitled to rescission not only of the holder's exercise of its Special Warrants but also of this Agreement pursuant to which the Special Warrants were initially acquired, and shall be entitled in connection with such rescission to a full refund from the Company of all consideration paid on the acquisition of the Special Warrants. In the event such holder is a permitted assignee of the interest of the original Special Warrant subscriber, such permitted assignee shall be entitled to exercise the rights of rescission and refund granted hereunder as if such permitted assignee were such original subscriber. The foregoing is in addition to any other right or remedy available to a holder of Special Warrants under section 131 of the Act (or equivalent provisions of the securities laws of other provinces in Canada) or otherwise at law.
Contractual Right of Action for Rescission. In the event that a holder of Special Warrants who acquires Underlying Securities upon the exercise of the Special Warrants is or becomes entitled under applicable Securities Laws to the remedy of rescission by reason of the Prospectus or any amendment thereto containing a misrepresentation (as defined in applicable Securities Laws), such holder shall be entitled to rescission not only of the holder’s exercise of its Special Warrants but also of the private placement transaction pursuant to which the Special Warrants were initially acquired, and shall be entitled in connection with such rescission to a full refund of all consideration paid on the acquisition of the Special Warrants. In the event such holder is a permitted assignee of the interest of an original Purchaser, such permitted assignee shall be entitled to exercise the rights of rescission and refund granted hereunder as if such permitted assignee were such original Purchaser. The foregoing is in addition to any other right or remedy available to a holder of Special Warrants under Section 130 of the Securities Act (Ontario) or otherwise at law. The foregoing contractual rights of action for rescission shall be subject to the defences, limitations and other provisions described under Section 130 of the Securities Act (Ontario), which are incorporated in this Subscription Agreement by reference, mutatis mutandis.
Contractual Right of Action for Rescission. In the event that a holder of Special Warrants, who acquires Shares upon the exercise of the Special Warrants, is or becomes entitled to the remedy of rescission by reason of the Prospectus, the Registration Statement or any amendment thereto containing a misrepresentation, such holder shall, subject to available defences and any limitation period under applicable securities legislation, be entitled to rescission not only of the holder's exercise of its Special Warrants but also of this Agreement pursuant to which the Special Warrants were initially acquired, and shall be entitled in connection with such rescission to a full refund from the Company of all consideration paid on the acquisition of the Special Warrants. In the event such holder is a permitted assignee of the interest of the original Special Warrant subscriber, such permitted assignee shall be entitled to exercise the rights of rescission and refund granted hereunder as if such permitted assignee were such original subscriber. The foregoing is in addition to any other right or remedy available to a holder of Special Warrants under applicable securities legislation.
Contractual Right of Action for Rescission. 13.1 In the event that a holder of Special Notes, who acquires Debentures upon the exercise of the Special Notes as provided for in the Prospectus, is or becomes entitled under the securities legislation of any Canadian Jurisdiction to the remedy of rescission by reason of the Prospectus or any amendment thereto containing a misrepresentation, the Subscriber shall be entitled to rescission not only of the exercise of the Special Notes but also pursuant to the Private Placement pursuant to which the Special Notes were initially acquired, and shall be entitled in connection with such rescission to a full refund of all consideration paid on the acquisition of the Special Notes. In the event such holder is a permitted assignee of the interest of the Subscriber, such permitted assignee shall be entitled to exercise the rights of rescission and refund granted hereunder as if such permitted assignee were the Subscriber. The foregoing is in addition to any other right or remedy available to a holder of Special Notes under Section 121 of the BRITISH COLUMBIA SECURITIES ACT, or the equivalent provisions of the securities legislation of any other Canadian Jurisdiction, or otherwise at law.
Contractual Right of Action for Rescission. 12.1 In the event that the Vendor, in circumstances where he acquires the SSPI Shares upon the conversion of the SSPI Preferred Shares as provided for in the Final Prospectus, is or becomes entitled under applicable securities legislation to the remedy of rescission by reason of the Final Prospectus or any amendment thereto containing a misrepresentation, the Vendor shall be entitled to rescission not only of the conversion of the SSPI Preferred Shares but also of the transaction hereunder pursuant to which the SSPI Preferred Shares were initially acquired. The foregoing is in addition to any other right or remedy available to the Vendor under applicable securities legislation or otherwise at law.
Contractual Right of Action for Rescission. 10.1 The Subscriber acknowledges that it is purchasing the Common Shares issued hereunder pursuant to an exemption which does not require delivery to the Subscriber of an offering memorandum, that it will not receive any offering memorandum in connection with this Subscription Agreement and therefore is not entitled to contractual rights of action or rescission.
