Common use of Post-Option Exercise Clause in Contracts

Post-Option Exercise. If this Agreement has been -------------------- terminated and Parent or any of its subsidiaries have purchased any Shares pursuant to any Shareholder Agreement: (a) Parent and Subsidiary shall for six months following such purchase use reasonable best efforts to consummate the Amalgamation on essentially the same terms and conditions provided herein, except that the conditions to Closing in Sections 7.1(d), 7.2 and 7.3 shall be deemed to be waived; and (b) if, despite the transaction contemplated by (a) above, the Amalgamation is not effected, Parent agrees that it and its affiliates shall not, for three (3) years following the purchase of Shares pursuant to any Shareholder Agreement, acquire Beneficial Ownership of any Shares at less than the Per Share Amount (as adjusted for stock splits and similar events); provided, however, that the restrictions of this Section 6.12(b) shall not apply to the acquisition of less than two percent of the outstanding Shares by pension plans or similar fiduciary entities of Parent.

Post-Option Exercise. If this Agreement has been -------------------- terminated and Parent or any of its subsidiaries have purchased any Shares pursuant to any Shareholder Agreement: (a) Parent and Subsidiary shall for six months following such purchase use reasonable best efforts to consummate the Amalgamation on essentially the same terms and conditions provided herein, except that the conditions to Closing in Sections 7.1(d), 7.2 and 7.3 shall be deemed to be waived; and (b) if, despite the transaction contemplated by (a) above, the Amalgamation is not effected, Parent agrees that it and its affiliates shall not, for three (3) years following the purchase of Shares pursuant to any Shareholder Agreement, acquire Beneficial Ownership of any Shares at less than the Per Share Amount (as adjusted for stock splits and similar events); providedPROVIDED, howeverHOWEVER, that the restrictions of this Section 6.12(b) shall not apply to the acquisition of less than two percent of the outstanding Shares by pension plans or similar fiduciary entities of Parent.