Common use of Shareholder Meeting Clause in Contracts

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documents, (i) establish a record date for, duly call and give notice of a meeting of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. Commencing not later than October 15, 2001, Seller shall take, consistent with applicable law and its Articles of Incorporation and Bylaws, as amended and/or restated to date, all action necessary to convene and hold a meeting of holders of Seller Common Stock as promptly as practicable after October 15, 2001 for the purpose of considering and voting upon the approval of this Agreement and the transactions contemplated herein (a) The first sentence of Section 6.2(a) the "SELLER'S SHAREHOLDER MEETING"). Without limiting the generality of the Merger Agreement is hereby amended foregoing, Seller shall, promptly following October 15, 2001 (but not later than November 5, 2001), prepare a proxy statement (whether as part of a registration statement on Form S-4 or otherwise) (the "PROXY STATEMENT"), file it with the Securities and restated Exchange Commission ("SEC") under the Exchange Act, and use all reasonable efforts to read as follows: “have it cleared or declared effective by the SEC. As promptly as practicable following after the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares Proxy Statement has been cleared or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made declared effective by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law and Seller shall mail the Mercury Organizational Documents, (i) establish a record date for, duly call and give notice Proxy Statement to the shareholders of a meeting Seller as of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting shareholders' meeting referred to above. Seller shall use its reasonable best efforts to obtain and furnish the information required to be included by it in the Proxy Statement and, after consultation with Buyer, respond promptly to any comments of the SEC relating to the preliminary Proxy Statement pertaining to the transactions contemplated by this Agreement and to cause the definitive Proxy Statement relating to the transactions contemplated by this Agreement to be mailed to its shareholders, all at the earliest practicable time. Whenever an event occurs which should be set forth in an amendment or supplement to the Proxy Statement or any other filing required to be made with the SEC, each party hereto will promptly inform the others and cooperate in filing with the SEC and/or mailing to shareholders such amendment or supplement. Other than as required by Seller Board Fiduciary Duties, the Board of Directors of Seller shall recommend such approval (referral to which shall be included in the Proxy Statement) and Seller shall take all lawful action to solicit such approval. At any such meeting of Seller's shareholders all of the White Shares shall be voted for the approval of this Agreement and the ▇▇▇▇▇ Shareholder Meeting transactions contemplated hereby. Buyer and the Whites covenant and agree to cooperate with Seller in connection with the preparation, filing and mailing of the Proxy Statement and any amendment or supplement thereto, including (without limitation) providing, as promptly as practicable and at their sole expense, such information as Seller shall continue reasonably request for use in the Proxy Statement. Buyer and the Whites agree that Seller may rely on any information furnished by Buyer or White in preparing the Proxy Statement and any amendment or supplement thereto. Nothing in this Section 7.4 is intended to preclude the Board of Directors of Seller from taking, or causing to be July 18taken, 2014 (subject any action which the Board of Directors determines, based on the advice of outside counsel as to any change legal matters, is required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC)Seller Board Fiduciary Duties.

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury Home shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documentsshall cause its Board of Directors to, (i) establish a record date fortake all action in accordance with the federal securities laws, duly the laws of the State of Maryland and the Home Articles and Home Bylaws necessary to (A) call and give notice of a special meeting of the holders of Mercury Voting Common Stock its shareholders (the “Mercury Home Shareholder Meeting”) at which meeting Mercury shall seek for the Required Mercury Vote, which record date shall be no later than purpose of obtaining the Requisite Home Vote within ten (10) days after following the date on which the Form S-4 is declared effective under the Securities Act, Act (the “Notice Date”) and (B) schedule the Home Shareholder Meeting to take place on a date that is within forty-five (45) days after the Notice Date; (ii) convene use its commercially reasonable best efforts to (x) cause the Home Shareholder Meeting to be convened and held on the scheduled date and (y) obtain the Requisite Home Vote; and (iii) subject to Section 6.8, include in the Proxy Statement the recommendation that the Home shareholders approve this Agreement and the Merger (the “Home Board Recommendation”). Notwithstanding anything to the contrary contained in this Agreement, Home shall not be required to hold the Mercury Home Shareholder Meeting if this Agreement is terminated pursuant to Section 8.1 prior to the scheduled time of the Home Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ Cascade shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreementshall cause its Board of Directors to, (i) establish a record date fortake all action in accordance with the federal securities laws, duly the laws of the State of Oregon and the Cascade Articles and Cascade Bylaws necessary to (A) call and give notice of a special meeting of the holders of ▇▇▇▇▇ Common Shares its shareholders (the “▇▇▇▇▇ Cascade Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek for the Required ▇▇▇▇▇ Vote, which record date shall be no later than purpose of obtaining the Requisite Cascade Vote within ten (10) days following the Notice Date and (B) schedule the Cascade Shareholder Meeting to take place on a date that is within forty-five (45) days after the date on which the Form S-4 is declared effective under the Securities Act, and Notice Date; (ii) convene use its commercially reasonable best efforts to (x) cause the Cascade Shareholder Meeting to be convened and held on the scheduled date and (y) obtain the Requisite Cascade Vote; and (iii) subject to this 6.3(b), include in the Cascade Proxy Statement the recommendation that the Cascade shareholders approve this Agreement and the issuance of Cascade Common Stock pursuant to this Agreement (the “Cascade Board Recommendation”). The Board of Directors of Cascade shall not (nor shall any committee thereof) withdraw or modify, in a manner adverse to Home, the Cascade Board Recommendation or make or cause to be made any third party or public communication proposing or announcing an intention to withdraw or modify in any manner adverse to Home the Cascade Board Recommendation (any such action, a “Cascade Change in Recommendation”). Notwithstanding the foregoing, the Board of Directors of Cascade (including any committee thereof) may, at any time prior to obtaining the Requisite Cascade Vote, effect a Cascade Change in Recommendation if the Board of Directors of Cascade (or any committee thereof) determines in good faith (after consultation with counsel) that the failure to make a Cascade Change in Recommendation would result in a violation of its fiduciary duties under applicable law; provided, however, that the Board of Directors of Cascade (or applicable committee thereof) may not make a Cascade Change in Recommendation until at least four (4) business days following Home’s initial receipt of written notice that the Board of Directors of Cascade (or applicable committee thereof) intends to make such Cascade Change in Recommendation and the reasons therefor, and, taking into account any amendment or modification to this Agreement proposed by Home, the Board of Directors of Cascade (or applicable committee thereof) determines in good faith (after consultation with counsel) that the failure to make a Cascade Change in Recommendation would result in a violation of its fiduciary duties under applicable law. Notwithstanding anything to the contrary contained in this Agreement, Cascade shall not be required to hold the ▇▇▇▇▇ Cascade Shareholder Meeting if this Agreement is terminated pursuant to Section 8.1 prior to the scheduled time of the Cascade Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as reasonably practicable (but in any event no more than forty-five (45) days) following the effectiveness date of this Agreement, the Company and Parent shall jointly prepare and Parent shall cause to be filed with the SEC the Form S-4 (subject with respect to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders the shares of ▇▇▇▇▇ Common Shares or Mercury Parent Common Stock and New Parent Preferred Stock (or depositary shares in connection respect thereof) issuable in the Company Merger, which will include the Proxy Statement/Prospectus with respect to the Company Shareholder Meeting. Each of the Company and Parent, as applicable, shall use its reasonable best efforts to (A) have the Proxy Statement/Prospectus cleared and the Form S-4 declared effective under the Securities Act as promptly as practicable after such filing, (B) ensure that the Form S-4 and the Proxy Statement/Prospectus comply in all material respects with the Amendment or otherwise acting to address any oral or written comments made by applicable provisions of the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law Exchange Act and the Mercury Organizational DocumentsSecurities Act, (iC) establish a record date for, duly call and give notice of a meeting of mail or deliver the holders of Mercury Voting Common Stock (Proxy Statement/Prospectus to the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days Company’s shareholders as promptly as practicable after the date on which the Form S-4 is declared effective and (D) keep the Form S-4 effective for so long as is necessary to complete the Mergers. Each of the Company and Parent shall furnish all information required to be disclosed in the Form S-4 and Proxy Statement/Prospectus or as may reasonably be requested concerning itself, its Affiliates and its shareholders to the other, including all information necessary for the preparation of pro forma or other financial statements, and provide such other assistance as may be reasonably requested in connection with the preparation, filing and distribution of the Form S-4 and Proxy Statement/Prospectus. Each of the Company and Parent shall promptly notify the other upon the receipt of any comments from the SEC or any request from the SEC for amendments or supplements to the Form S-4 or the Proxy Statement/Prospectus, and shall, as promptly as practicable after receipt thereof, provide the other with copies of all correspondence between it and its Representatives, on one hand, and the SEC, on the other hand, and all written comments with respect to the Proxy Statement/Prospectus or the Form S-4 received from the SEC and advise the other Party of any oral comments with respect to the Proxy Statement/Prospectus or the Form S-4 received from the SEC. Each of the Company and Parent shall use its reasonable best efforts to respond as promptly as practicable to any comments from the SEC with respect to the Proxy Statement/Prospectus, and Parent shall use its reasonable best efforts to respond as promptly as practicable to any comments from the SEC with respect to the Form S-4. Notwithstanding the foregoing, prior to filing the Form S-4 (or any amendment or supplement thereto) or mailing the Proxy Statement/Prospectus (or any amendment or supplement thereto) or responding to any comments of the SEC with respect thereto, each of the Company and Parent shall cooperate and provide the other a reasonable opportunity to review and comment on such document or response (including the proposed final version of such document or response) and shall give reasonable and good faith consideration to any comments received by the other Party on such document or response. Parent shall advise the Company, promptly after it receives notice thereof, of the time of effectiveness of the Form S-4, the issuance of any stop order relating thereto or the suspension of the qualification of the shares of Parent Common Stock issuable in connection with the Company Merger for offering or sale in any jurisdiction, and Parent shall use its reasonable best efforts to have any such stop order or suspension lifted, reversed or otherwise terminated. Parent shall also take any other action required to be taken under the Securities Act, the Exchange Act, NYSE rules and (ii) convene regulations, any applicable foreign or state securities or “blue sky” Laws and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended rules and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock regulations thereunder in connection with the Amendment issuance of the shares of Parent Common Stock and New Parent Preferred Stock (or otherwise acting to address any oral or written comments made by depositary shares in respect thereof) in the SEC)Company Merger, ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call Company shall furnish all information concerning the Company and give notice of a meeting of the holders of ▇▇▇▇▇ Company Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ and Company Series D Preferred Shares as may be reasonably requested in connection with any such actions. Parent shall seek the Required ▇▇▇▇▇ Vote, which record date shall also take any other action required to be no later than ten (10) days after the date on which the Form S-4 is declared effective taken under the Securities Act, any applicable foreign or state securities or “blue sky” Laws and (ii) convene the rules and hold regulations thereunder in connection with the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) issuance of the Merger Agreement: (d) Unless otherwise agreed to by Mercury new Parent OP Interests in connection with the Partnership Merger, and ▇▇▇▇▇the Company shall furnish all information concerning the Company, the Mercury Shareholder Meeting Partnership and the holders of the Partnership OP Units as may be reasonably requested in connection with any such actions. The Parent Parties shall have the right, to the extent necessary (and following consultation with the Company), to prepare and file a Form S-4 with respect to the new Parent OP Interests (the “OP Unit Form S-4”) to be issued in connection with the Partnership Merger. The Company Parties will cooperate in the preparation of the OP Unit Form S-4 pursuant to the immediately preceding sentence. For the avoidance of doubt, in the event the Parent Parties determine to prepare and file the OP Unit Form S-4, (x) the Parent Parties shall prepare and cause to be filed with the SEC, as promptly as reasonably practicable after such determination, the OP Unit Form S-4, (y) all references in this Agreement to “Form S-4” (including this Section 7.1 and Section 8.1(b)) shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject deemed to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at refer to the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting Form S-4 and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18OP Unit Form S-4, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC)collectively.

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇L▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇L▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documents, (i) establish a record date for, duly call and give notice of a meeting of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇L▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇L▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇L▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇L▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting of the holders of ▇L▇▇▇▇ Common Shares (the “▇L▇▇▇▇ Shareholder Meeting”) at which meeting ▇L▇▇▇▇ shall seek the Required ▇L▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇L▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇L▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇L▇▇▇▇, the ▇L▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇L▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇L▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇L▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇L▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury Home shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documentsshall cause its Board of Directors to, (i) establish a record date fortake all action in accordance with the federal securities laws, duly the laws of the State of Maryland and the Home Articles and Home Bylaws necessary to (A) call and give notice of a special meeting of the holders of Mercury Voting Common Stock its shareholders (the “Mercury Home Shareholder Meeting”) at which meeting Mercury shall seek for the Required Mercury Vote, which record date shall be no later than purpose of obtaining the Requisite Home Vote within ten (10) days after following the date on which the Form S-4 is declared effective under the Securities Act, Act (the “Notice Date”) and (B) schedule the Home Shareholder Meeting to take place on a date that is within forty-five (45) days after the Notice Date; (ii) convene use its commercially reasonable best efforts to (x) cause the Home Shareholder Meeting to be convened and held on the scheduled date and (y) obtain the Requisite Home Vote; and (iii) subject to Section 6.8, include in the Proxy Statement the recommendation that the Home shareholders approve this Agreement and the Merger (the “Home Board Recommendation”). Notwithstanding anything to the contrary contained in this Agreement, Home shall not be required to hold the Mercury Home Shareholder Meeting if this Agreement is terminated pursuant to Section 8.1 prior to the scheduled time of the Home Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ Cascade shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreementshall cause its Board of Directors to, (i) establish a record date fortake all action in accordance with the federal securities laws, duly the laws of the State of Oregon and the Cascade Articles and Cascade Bylaws necessary to (A) call and give notice of a special meeting of the holders of ▇▇▇▇▇ Common Shares its shareholders (the “▇▇▇▇▇ Cascade Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek for the Required ▇▇▇▇▇ Vote, which record date shall be no later than purpose of obtaining the Requisite Cascade Vote within ten (10) days following the Notice Date and (B) schedule the Cascade Shareholder Meeting to take place on a date that is within forty-five (45) days after the date on which the Form S-4 is declared effective under the Securities Act, and Notice Date; (ii) convene use its commercially reasonable best efforts to (x) cause the Cascade Shareholder Meeting to be convened and held on the scheduled date and (y) obtain the Requisite Cascade Vote; and (iii) subject to this 6.3(b), include in the Cascade Proxy Statement the recommendation that the Cascade shareholders approve the issuance of Cascade Common Stock pursuant to this Agreement (the “Cascade Board Recommendation”). The Board of Directors of Cascade shall not (nor shall any committee thereof) withdraw or modify, in a manner adverse to Home, the Cascade Board Recommendation or make or cause to be made any third party or public communication proposing or announcing an intention to withdraw or modify in any manner adverse to Home the Cascade Board Recommendation (any such action, a “Cascade Change in Recommendation”). Notwithstanding the foregoing, the Board of Directors of Cascade (including any committee thereof) may, at any time prior to obtaining the Requisite Cascade Vote, effect a Cascade Change in Recommendation if the Board of Directors of Cascade (or any committee thereof) determines in good faith (after consultation with counsel) that the failure to make a Cascade Change in Recommendation would result in a violation of its fiduciary duties under applicable law; provided, however, that the Board of Directors of Cascade (or applicable committee thereof) may not make a Cascade Change in Recommendation until at least four (4) business days following Home’s initial receipt of written notice that the Board of Directors of Cascade (or applicable committee thereof) intends to make such Cascade Change in Recommendation and the reasons therefor, and, taking into account any amendment or modification to this Agreement proposed by Home, the Board of Directors of Cascade (or applicable committee thereof) determines in good faith (after consultation with counsel) that the failure to make a Cascade Change in Recommendation would result in a violation of its fiduciary duties under applicable law. Notwithstanding anything to the contrary contained in this Agreement, Cascade shall not be required to hold the ▇▇▇▇▇ Cascade Shareholder Meeting if this Agreement is terminated pursuant to Section 8.1 prior to the scheduled time of the Cascade Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly soon as practicable following after the effectiveness of SEC confirms that it has no further comments on the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law Schedule 13E-3 and the Mercury Organizational DocumentsProxy Statement, (i) establish a record date for, duly call and give notice of a meeting of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be but in any event no later than ten (10) days after such confirmation, the Company shall (i) establish a record date for determining shareholders of the Company entitled to vote at the Shareholder Meeting (the “Record Date”) and shall not change such Record Date or establish a different record date for the Shareholder Meeting without the prior written consent of Parent (which consent shall not be unreasonably withheld, delayed or conditioned), unless required to do so by applicable Laws; and in the event that the date on of the Shareholder Meeting as originally called is for any reason adjourned or otherwise delayed, the Company may establish a new Record Date for the Shareholder Meeting after consultation with Parent, (ii) mail or cause to be mailed the Proxy Statement to the holders of Shares as of the Record Date (and concurrently furnish the Proxy Statement under Form 6-K), including Shares represented by ADSs, for the purpose of voting upon the authorization and approval of this Agreement, the Plan of Merger and the Transactions and (iii) instruct the Depositary to (A) fix the Record Date as the record date for determining the holders of ADSs to whom the Schedule 13E-3 will be mailed/distributed (the “Record ADS Holders”), (B) provide all proxy solicitation materials to all Record ADS Holders, and (C) vote all Shares represented by ADSs in accordance with the instructions of such corresponding Record ADS Holders. Subject to Section 6.04(b), without the prior written consent of Parent (which consent shall not be unreasonably withheld, delayed or conditioned), the Form S-4 is declared effective under authorization and approval of this Agreement, the Securities ActPlan of Merger and the Transactions are the only matters (other than procedural matters) that shall be proposed to be voted upon by the shareholders of the Company at the Shareholder Meeting. (b) As soon as practicable but in any event no later than forty (40) days after the date of mailing the Proxy Statement, the Company shall hold the Shareholder Meeting in accordance with the applicable Laws and the Company Governing Documents. Subject to Section 6.02, (i) the Company Board shall recommend to holders of the Shares that they authorize and approve this Agreement, the Plan of Merger and the Transactions, and shall include such recommendation in the Proxy Statement and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, Company shall use its reasonable best efforts in accordance with applicable Law and the ▇▇▇▇▇ LLC Company Governing Documents to (A) solicit from its shareholders proxies in favor of the authorization and approval of this Agreement, the Plan of Merger and the Transactions and (B) take all other action necessary or advisable to secure the Shareholder Approval. Notwithstanding anything to the contrary contained in this Agreement but subject to Section 6.04(c), unless this Agreement is validly terminated in accordance with Article IX, (x) the Company’s obligations pursuant to this Section 6.04 shall not be limited or otherwise affected by the commencement, public proposal, public disclosure or communication to the Company or any other Person of any Competing Proposal, and (y) the Company’s obligations pursuant to this Section 6.04 (other than sub-clause (i) establish a record date forin the second sentence of this Section 6.04(b)) shall not be limited or otherwise affected by any Adverse Recommendation Change. (c) Notwithstanding Section 6.04(b), duly call and give notice after consultation in good faith with Parent, the Company may recommend the adjournment of a meeting of the Shareholder Meeting to its shareholders (i) to the extent necessary to ensure that any required supplement or amendment to the Proxy Statement is provided to the holders of ▇▇▇▇▇ Common Shares (within a reasonable amount of time in advance of the “▇▇▇▇▇ Shareholder Meeting”, (ii) at as otherwise required by applicable Law, or (iii) if as of the time for which meeting ▇▇▇▇▇ the Shareholder Meeting is scheduled as set forth in the Proxy Statement, there are insufficient Shares represented (in person or by proxy) to constitute a quorum necessary to conduct the business of the Shareholder Meeting or to vote in favor of the authorization and approval of this Agreement, the Plan of Merger, and the Transactions in order for the Shareholder Approval to be obtained. If the Shareholder Meeting is adjourned, the Company shall seek convene and hold the Required ▇▇▇▇▇ VoteShareholder Meeting as soon as reasonably practicable thereafter, which record subject to the immediately preceding sentence; provided that the Company shall not recommend to its shareholders the adjournment of the Shareholder Meeting to a date shall be no later that is less than ten (10) Business Days prior to the Outside Date. (d) Notwithstanding Section 6.04(b), Parent may request in writing that the Company adjourn the Shareholders Meeting for up to sixty (60) days after (but in any event no later than fifteen (15) days prior to the date on Outside Date), if and to the extent the Special Committee determines in good faith (i) if as of the time for which the Form S-4 Shareholder Meeting is declared effective under originally scheduled (as set forth in the Securities ActProxy Statement) there are insufficient Shares represented (either in person or by proxy) (A) to constitute a quorum necessary to conduct the business of the Shareholder Meeting or (B) voting in favor of approval of this Agreement and the Transactions to obtain the Shareholder Approval, or (ii) such adjournment is necessary or advisable to allow reasonable additional time for (A) the filing and mailing of, at the reasonable request of Parent, any supplemental or amended disclosure and (B) such supplemental or amended disclosure to be disseminated and reviewed by the Company’s shareholders prior to the Shareholder Meeting, in which event the Company shall, in each case, cause the Shareholders Meeting to be adjourned in accordance with Parent’s request. (e) At the Shareholder Meeting, and any other meeting of the shareholders of the Company called to seek the Shareholder Approval or in any other circumstances upon which a vote, consent or other approval (including by written consent) with respect to this Agreement, the Plan of Merger or the Transactions contemplated herein is sought, Parent shall (i) vote, or cause to be voted, all Shares held directly or indirectly by Parent or Merger Sub or with respect to which Parent or Merger Sub otherwise has, directly or indirectly, voting power at such Shareholder Meeting in favor of the authorization and approval of this Agreement, the Plan of Merger and the Transactions and (ii) convene and hold if necessary, enforce the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) agreement of the Merger Rollover Shareholders set forth in the relevant Support Agreement to vote in favor of the authorization and approval of this Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting Plan of Merger and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC)Transactions.

Shareholder Meeting. Pursuant to the Merger Agreement, the Company shall, at Numico's option and direction and as soon as practicable, either (ai) duly call, give notice of, convene and hold a meeting of its shareholders (the "Company Shareholders Meeting") or (ii) submit the Merger to its shareholders for approval through shareholder action by written consent in lieu of a meeting for the purpose of obtaining the requisite number of votes to adopt the Merger and the Merger Agreement. In addition, the Company shall, through the Board, recommend to its shareholders that they vote in favor of the adoption of the Merger and the Merger Agreement; provided, however, that the Board may amend, modify or withdraw such recommendation if the Board determines, following consultation with the Company's outside legal counsel, that such action is required in order to comply with applicable law and so long as the Board submits the Merger to the Company's shareholders for approval at a meeting or by written consent with no recommendation in accordance with the FBCA. The first sentence Merger Agreement provides that Numico and the Purchaser shall vote or cause to be voted all Shares owned of record by Numico, the Purchaser or any of its other subsidiaries in favor of the approval of the Merger and adoption of the Merger Agreement. Notwithstanding the preceding paragraph or any other provision of the Merger Agreement, the Merger Agreement provides that, in the event that Numico, the Purchaser, or any other subsidiary of Numico shall beneficially own in the aggregate at least 80% of the outstanding Shares, the Company shall not be required to call the Company Shareholders Meeting or to file or mail a proxy statement, and the parties to the Merger Agreement shall, subject to the provisions of Section 6.2(a) 12 herein, at the request of Numico, take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after the acceptance for payment of and payment for Shares by the Purchaser pursuant to the Offer without a meeting of shareholders of the Company. The Merger Agreement provides that, if required by applicable law, as soon as practicable following Numico's request, the Company and Numico shall prepare and file with the SEC the proxy statement relating to the Company Shareholders Meeting (the "Proxy Statement"). Each of the Company and Numico shall use its reasonable best efforts to cause the Proxy Statement to be mailed to the Company's shareholders, as promptly as practicable and to solicit proxies in favor of the adoption of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness approval of the Form S-4 (subject to any extension reasonably necessary to comply with applicable LawMerger; provided, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shallhowever, in consultation with ▇▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documents, (i) establish a record date for, duly call and give notice of a meeting of event the holders of Mercury Voting Common Stock (Board withdraws its recommendation for the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) adoption of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness approval of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCAMerger, the ▇▇▇▇▇ LLC Company shall solicit proxies regarding the Merger Agreement and applicable Law, including amending any disclosure document the Merger in a neutral fashion; provided that such obligation to be delivered solicit proxies in a neutral fashion shall not prohibit the Board from communicating the basis for its determination not to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with make a recommendation to the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective extent required under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder MeetingFBCA.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. Subject to the terms of this Agreement and (except in respect of Section 2.5(b)) receipt of the Interim Order, Instadose shall: (a) The first sentence of Section 6.2(aconvene and conduct the Shareholder Meeting in accordance with its constating documents, the Interim Order, and applicable Laws, as soon as reasonably practicable; (b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇MZKR, in accordance with applicable Law fix and publish a record date for the Mercury Organizational Documentspurposes of determining Instadose Shareholders entitled to receive notice of and vote at the Shareholder Meeting and give notice to MZKR of the Shareholder Meeting; (c) allow MZKR’s representatives and legal counsel to attend the Shareholder Meeting; (d) not adjourn, postpone, or cancel (or propose or permit the adjournment, postponement, or cancellation of) the Shareholder Meeting without MZKR’s prior written consent, except: (i) establish as required for quorum purposes (in which case the meeting shall be adjourned and not cancelled), by Law or by a record date for, duly call Governmental Entity or by valid Instadose Shareholder action (which action is not solicited or proposed by Instadose or the Instadose Board and give notice of a meeting subject to compliance by Instadose with Section 5.4(c)); or (ii) as otherwise expressly permitted under this Agreement; (e) use commercially reasonable efforts to solicit proxies in favour of the holders Arrangement Resolution, including, if so, requested by MZKR and at the expense of Mercury Voting Common Stock MZKR, using the services of dealers and proxy solicitation firms to solicit proxies in favour of the approval of the Arrangement Resolution, provided that Instadose shall not be required to continue to solicit proxies in favour of the Arrangement Resolution if there has been an Instadose Change in Recommendation; (f) provide MZKR with copies of or access to information regarding the “Mercury Shareholder Meeting”Meeting generated by any dealer or proxy solicitation services firm engaged by Instadose, as requested from time to time by MZKR; (g) promptly advise MZKR as frequently as MZKR may reasonably request, and at which meeting Mercury shall seek least on a daily basis on each of the Required Mercury Vote, which record date shall be no later than last ten (10) days after Business Days prior to the date on which of the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.”, as to the aggregate tally of the proxies received by Instadose in respect of the Arrangement Resolution; (bh) The first sentence promptly advise MZKR of Section 6.2(b) any written communication from any Instadose Shareholder in opposition to the Arrangement, written notice of dissent or purported exercise by any Instadose Shareholder of Dissent Rights received by Instadose in relation to the Merger Agreement is hereby amended Arrangement and restated to read as follows: “As promptly as practicable following the effectiveness any withdrawal of the Form S-4 (subject Dissent Rights received by Instadose and any written communications sent by or on behalf of Instadose to any extension reasonably necessary Instadose Shareholder exercising or purporting to comply with exercise Dissent Rights in relation to the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, Arrangement; (i) establish a record date fornot make any payment or settlement offer, duly call and give notice or agree to any payment or settlement prior to the Effective Time with respect to Dissent Rights without the prior written consent of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder Meeting.”MZKR; (cj) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, not change the record date for the Mercury Instadose Shareholders entitled to vote at the Shareholder Meeting and in connection with any adjournment or postponement of the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change unless required by applicable Law; and (k) at the reasonable request of MZKR from time to time, promptly provide MZKR with a list (in both written and electronic form) of the Mercury Organizational Documents registered Instadose Shareholders, together with their addresses and respective holdings of Instadose Shares. Instadose shall from time to time require that its registrar and transfer agent furnish MZKR with such additional information, including updated or the ▇▇▇▇▇ LLC Agreement, additional lists of Instadose Shareholders and lists of holdings and other assistance as applicable or to address any oral or written comments made by the SEC)MZKR may reasonably request.

Shareholder Meeting. (a) The first sentence Seller shall take all action necessary under all applicable laws to send the Proxy Statement and hold a shareholders' meeting to vote on the proposal to approve this Agreement and the other transactions contemplated by this Agreement (the "Shareholder Meeting"), whether or not at any time subsequent to the date hereof the Board of Section 6.2(a) Directors of the Merger Seller determines in compliance with Section 5.4 that it can no longer recommend to the Seller's shareholders that they vote in favor of approval of this Agreement is hereby amended and restated the other transactions contemplated by this Agreement, unless the Seller shall have terminated this Agreement pursuant to read and in accordance with Section 10.1(h) hereof and entered into an Alternative Agreement (as follows: “As defined in Section 10.1(h)). Subject to the Certificate of Incorporation and By-laws of the Seller, the Shareholder Meeting shall be held (on a date selected by the Seller and consented to by the Acquiror, which consent shall not be unreasonably withheld) as promptly as practicable following after the effectiveness date hereof. Subject to the terms of Section 5.14(c) hereof, the Seller shall use best efforts to solicit from its shareholders proxies in favor of the Form S-4 (subject approval of this Agreement and the other transactions contemplated by this Agreement. The Seller agrees to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of retain ▇. ▇▇▇▇▇▇ Common Shares or Mercury Common Stock & Co. to provide proxy solicitation services hereunder. The Seller shall call, notice, convene, hold, conduct and solicit all proxies in connection with, the Shareholder Meeting in compliance with all applicable legal requirements, including the Amendment or otherwise acting to address any oral or written comments made by Certificate of Incorporation and By-laws of the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law Seller and the Mercury Organizational Documents, rules of the American Stock Exchange. The Seller may adjourn or postpone the Shareholder Meeting: (i) establish a record date for, duly call if and give notice to the extent necessary to provide any necessary supplement or amendment to the Proxy Statement to the Seller's shareholders in advance of a meeting of vote on this Agreement and the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and other transactions contemplated by this Agreement; (ii) if, as of the time for which the Shareholder Meeting is originally scheduled (as set forth in the Proxy Statement), there are insufficient Shares represented (either in person or by proxy) to constitute a quorum necessary to conduct the business of the Shareholder Meeting; or (iii) if otherwise necessary to obtain shareholder approval. The Seller's obligation to call, give notice of, convene and hold the Mercury Shareholder MeetingMeeting in accordance with this Section 5.14(a) shall not be limited to or otherwise affected by the commencement, disclosure, announcement or submission to the Seller of any Acquisition Proposal (as defined in Section 5.4(b)).” (b) The first sentence Unless the Board of Section 6.2(b) Directors of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness Seller shall have withheld, withdrawn, amended, modified or changed its recommendation of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC this Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock the other transactions contemplated by this Agreement in connection compliance with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, Section 5.14(c) hereof: (i) establish a record date for, duly call and give notice the Board of a meeting Directors of the holders Seller shall recommend that the Seller's shareholders vote in favor of ▇▇▇▇▇ Common Shares (and approve this Agreement and the “▇▇▇▇▇ other transactions contemplated by this Agreement at the Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and ; (ii) convene the Proxy Statement shall include a statement to the effect that the Board of Directors of the Seller has unanimously recommended that the Seller's shareholders vote in favor of and hold approve this Agreement and the ▇▇▇▇▇ other transactions contemplated by this Agreement at the Shareholder Meeting; and (iii) neither the Board of Directors of the Seller nor any committee thereof shall withhold, withdraw, amend, modify, change or propose or resolve to withhold, withdraw, amend, modify or change, in each case in a manner adverse to the Acquiror, the recommendation of the Board of Directors of the Seller that the Seller's shareholders vote in favor of and approve this Agreement and the other transactions contemplated by this Agreement.” (c) The following is hereby added as a new Section 6.2(d) Nothing in this Agreement shall prevent the Board of Directors of the Merger Agreement: Seller from withholding, withdrawing, amending, modifying or changing its recommendation in favor of the approval of this Agreement and the other transactions contemplated by this Agreement if: (di) Unless otherwise agreed a Superior Proposal (as defined in Section 5.4(b)) is made to by Mercury the Seller and ▇▇▇▇▇is not withdrawn; (ii) neither the Seller nor any of its representatives shall have violated the terms of Section 5.4 hereof; (iii) the Board of Directors of the Seller concludes in good faith, after consultation with its outside counsel, that, in light of such Superior Proposal, the Mercury withholding, withdrawal, amendment, modification or changing of such recommendation is required in order for the Board of Directors of the Seller to comply with its fiduciary obligations to the Seller's shareholders with respect to such Superior Proposal; (iv) this Agreement and the other transactions contemplated by this Agreement have not yet been approved by the Seller's shareholders at the Shareholder Meeting Meeting; and (v) concurrently with any such withholding, withdrawal, amendment, modification or changing of such recommendation, the Seller shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject have terminated this Agreement pursuant to any adjournment or postponement thereof and in accordance with Section 6.2(a))10.1(h) hereof, which new date, time entered into an Alternative Agreement and place shall be announced at paid the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 Termination Fee (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SECdefined below).

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly soon as practicable following after the effectiveness of SEC confirms that it has no further comments on the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law Schedule 13E-3 and the Mercury Organizational DocumentsProxy Statement, (i) establish a record date for, duly call and give notice of a meeting of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be but in any event no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCAsuch confirmation, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, Company shall (i) establish a record date forfor determining shareholders of the Company entitled to vote at the Shareholder Meeting (the “Record Date”) and shall not change such Record Date or establish a different record date for the Shareholder Meeting without the prior written consent of Parent, duly call unless required to do so by applicable Laws; and give notice in the event that the date of the Shareholder Meeting as originally called is for any reason adjourned or otherwise delayed, the Company agrees that unless Parent shall have otherwise approved in writing or as required by applicable Laws or stock exchange requirement, the Company shall, if possible, implement such adjournment or other delay in such a meeting of way that the Company does not need to establish a new Record Date for the Shareholder Meeting, as so adjourned or delayed and (ii) mail or cause to be mailed the Proxy Statement to the holders of ▇▇▇▇▇ Common Shares (and concurrently furnish the “▇▇▇▇▇ Proxy Statement under Form 6−K) as of the Record Date, for the purpose of voting upon the authorization and approval of this Agreement, the Plan of Merger and the Transactions. Subject to Section 6.4(b), without the prior written consent of Parent, the authorization and approval of this Agreement, the Plan of Merger and the Transactions, are the only matters (other than procedural matters) that shall be proposed to be voted upon by the shareholders of the Company at the Shareholder Meeting”. (b) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be As soon as reasonably practicable but in any event no later than ten forty (1040) days after the date on which of mailing the Form S-4 is declared effective under Proxy Statement, the Securities ActCompany shall hold the Shareholder Meeting. Subject to Section 6.2, (i) the Company Board shall recommend to holders of the Shares that they authorize and approve this Agreement, the Plan of Merger and the Transactions, and shall include such recommendation in the Proxy Statement and (ii) the Company shall use its reasonable best efforts to solicit from its shareholders proxies in favor of the authorization and approval of this Agreement, the Plan of Merger and the Transactions and shall take all other action necessary or advisable to secure the Shareholder Approval. Notwithstanding anything to the contrary contained in this Agreement, unless this Agreement is validly terminated in accordance with Article IX, (x) the Company’s obligations pursuant to this Section 6.4 shall not be limited or otherwise affected by the commencement, public proposal, public disclosure or communication to the Company or any other Person of any Competing Proposal, and (y) the Company’s obligations pursuant to this Section 6.4 (other than the second sentence of this Section 6.4(b)) shall not be limited or otherwise affected by any Adverse Recommendation Change. (c) Notwithstanding Section 6.4(b), after consultation in good faith with Parent, the Company may recommend the adjournment of the Shareholder Meeting to its shareholders (i) to the extent necessary to ensure that any required supplement or amendment to the Proxy Statement is provided to the holders of Shares within a reasonable amount of time in advance of the Shareholder Meeting, (ii) as otherwise required by applicable Law or (iii) if as of the time for which the Shareholder Meeting is scheduled as set forth in the Proxy Statement, there are insufficient Shares represented (in person or by proxy) to constitute a quorum necessary to conduct the business of the Shareholder Meeting. If the Shareholder Meeting is adjourned, the Company shall convene and hold the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added Meeting as a new Section 6.2(d) soon as reasonably practicable thereafter, subject to the immediately preceding sentence; provided that the Company shall not recommend to its shareholders the adjournment of the Merger Agreement:Shareholder Meeting to a date that is less than five (5) Business Days prior to the Outside Date. (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, The Company shall hold the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting as promptly as practicable but in any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 event no later than forty (subject to any adjournment or postponement thereof 40) days following the mailing of the Proxy Statement in accordance with Section 6.2(a)the Company Governing Documents and applicable Laws. Notwithstanding the foregoing, Parent may request that the Company adjourn the Shareholder Meeting for up to ninety (90) days (but in any event no later than five (5) Business Days prior to the Outside Date), (i) if as of the time for which new datethe Shareholder Meeting is originally scheduled (as set forth in the Proxy Statement) there are insufficient Shares represented (either in person or by proxy) (A) to constitute a quorum necessary to conduct the business of the Shareholder Meeting or (B) voting in favor of approval of this Agreement and the Transactions to obtain the Shareholder Approval, or (ii) in order to allow reasonable additional time for (A) the filing and place shall be announced mailing of, at the Mercury reasonable request of Parent, any supplemental or amended disclosure and (B) such supplemental or amended disclosure to be disseminated and reviewed by the Company’s shareholders prior to the Shareholder Meeting, in which event the Company shall, in each case, cause the Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournmentParent’s request.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence Borrower shall use its best efforts to call and hold a Shareholder Meeting by no later than the Shareholder Approval Outside Date for the purpose of Section 6.2(aobtaining the Shareholder Approval in order to perform the Borrower’s obligations under this Agreement with respect to the issuance of Shares to the Lender. (b) of The Borrower shall, and the Merger Agreement is hereby amended other Credit Parties shall cause the Borrower to: (i) do all things that may be required in order to obtain all consents and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably approvals that are necessary to comply with applicable Lawperform the Borrower’s obligations under this Agreement, including amending the issuance of Shares to the Lender, and (ii) use its best efforts to pursue and obtain Shareholder Approval, if required by Securities Laws, for the issuance of Tradable Shares to the Lender pursuant to this Agreement and the transactions contemplated hereby. (c) In the case of any disclosure document Shareholder Approval, such best efforts shall include the following: (i) preparing and dispatching a proxy, notice of meeting and explanatory information or similar communication to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, shareholders in accordance with applicable Law Securities Laws (collectively, the “Meeting Materials”) and using its best efforts to ensure that the Mercury Organizational DocumentsBorrower’s Board of Directors (other than any director nominated by the Lender) unanimously recommends the approval and adoption of the Shareholder Approval and that such recommendation is included in the Meeting Materials; (ii) including in the Meeting Materials for the Shareholder Approval an approval for the issuance of Shares to the Lender; (iii) giving the Lender a reasonable opportunity to review and comment on an advanced draft of the Meeting Materials and consult in good faith with the Lender in relation to any comments the Lender may have on the Meeting Materials, provided that all information relating solely to the Lender included in the Meeting Materials must be in a form satisfactory to the Lender; (iv) taking all lawful actions to solicit and encourage Shareholder Approval; (v) pursuing and obtaining voting agreements, proxies or other similar Instruments from the management and directors of the Borrower (other than any director nominated by the Lender) with respect to supporting the adoption and approval of the Shareholder Approval and voting their Shares (and all Shares owned or controlled by an Affiliate of such director) in favour of the resolution for the Shareholder Approval; (vi) including a statement in the Meeting Materials stating that the directors (other than any director nominated by the Lender) intend to vote their Shares (and all Shares owned or controlled by an Affiliate of such director) in favour of the resolution for the Shareholder Approval; and (vii) calling and holding a Shareholder Meeting, including Shareholder Approval on the agenda for the Shareholder Meeting, and taking all lawful actions to encourage adoption of the Shareholder Approval at such Shareholder Meeting. (d) The Borrower shall use its best efforts to resolve the Existing Regulatory Inquiry as promptly as possible consistent with the disclosure by the Borrower in its Quarterly Report on Form 10-Q filed October 28, 2013 under Part II, Item 1A, “Risk Factors—We have received Comment Letters from the Staff of the SEC which may require us to restate our historical financial statements”, and in any event, the Borrower shall have either (i) establish a record date for, duly call and give notice of a meeting cleared the Existing Regulatory Inquiry with the staff of the holders of Mercury Voting Common Stock Securities and Exchange Commission, or (the “Mercury Shareholder Meeting”ii) at which meeting Mercury shall seek the Required Mercury Votepublicly announced its intention to restate its historical financial statements, which record date shall be by no later than ten (10) days after the date on which the Form S-4 is declared effective under Borrower transmits the Securities Act, and (ii) convene and hold Meeting Materials to the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) shareholders of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder MeetingBorrower.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly soon as practicable following after the effectiveness of SEC confirms that it has no further comments on the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law Schedule 13E−3 and the Mercury Organizational DocumentsProxy Statement, the Company shall (i) establish a record date forfor determining shareholders of the Company entitled to vote at the Shareholder Meeting (the “Record Date”) and shall not change such Record Date or establish a different record date for the Shareholder Meeting without the prior written consent of Parent, duly call unless required to do so by applicable Laws or the Company Governing Documents and give notice in the event that the date of the Shareholder Meeting as originally called is for any reason adjourned or postponed or otherwise delayed, the Company agrees that unless Parent shall have otherwise approved in writing or as required by applicable Laws or stock exchange requirement, the Company shall, if possible, implement such adjournment or postponement or other delay in such a meeting of way that the Company does not need to establish a new Record Date for the Shareholder Meeting, as so adjourned, postponed or delayed, (ii) mail or cause to be mailed the Proxy Statement to the holders of Mercury Voting Common Stock Shares, including Shares represented by ADSs, as of the Record Date, for the purpose of voting upon the authorization and approval of this Agreement, the Plan of Merger and the Transactions and (iii) instruct the Depositary to (A) fix the Record Date as the record date for determining the holders of ADSs who shall be entitled to give instructions for the exercise of the voting rights pertaining to the Shares represented by ADSs (the “Mercury Record ADS Holders”), (B) provide all proxy solicitation materials to all Record ADS Holders and (C) vote all Shares represented by ADSs in accordance with the instructions of such corresponding Record ADS Holders. Subject to Section 6.4(b), without the prior written consent of Parent, the authorization and approval of this Agreement, the Plan of Merger and the Transactions, are the only matters (other than procedural matters) that shall be proposed to be voted upon by the shareholders of the Company at the Shareholder Meeting”. (b) at which meeting Mercury Subject to Section 6.2, (i) the Company Board shall seek recommend to holders of the Required Mercury VoteShares that they authorize and approve this Agreement, which record date the Plan of Merger and the Transactions, and shall be no later than ten (10) days after include such recommendation in the date on which the Form S-4 is declared effective under the Securities Act, Proxy Statement and (ii) the Company shall use its reasonable best efforts to solicit from its shareholders proxies in favor of the authorization and approval of this Agreement, the Plan of Merger and the Transactions and shall take all other action necessary or advisable to secure the Shareholder Approval. Notwithstanding anything to the contrary contained in this Agreement, unless this Agreement is validly terminated in accordance with Section 9.1 or except as provided in Section 6.2, (x) the Company’s obligations pursuant to this Section 6.4 shall not be limited or otherwise affected by the commencement, public proposal, public disclosure or communication to the Company or any other Person of any Competing Proposal, and (y) the Company’s obligations pursuant to this Section 6.4 (other than this Section 6.4(b)) shall not be limited or otherwise affected by any Adverse Recommendation Change. (c) Notwithstanding Section 6.4(b), after consultation in good faith with Parent, the Company may recommend the adjournment of the Shareholder Meeting to its shareholders (i) to the extent necessary to ensure that any required supplement or amendment to the Proxy Statement is provided to the holders of Shares within a reasonable amount of time in advance of the Shareholder Meeting, (ii) as otherwise required by applicable Law, (iii) if as of the time for which the Shareholder Meeting is scheduled as set forth in the Proxy Statement, there are insufficient Shares represented (in person or by proxy) to constitute a quorum necessary to conduct the business of the Shareholder Meeting or (iv) if an Intervening Event has occurred and the Company Board (acting upon the recommendation of the Special Committee) or the Special Committee determines, in its good faith judgment upon advice by outside legal counsel engaged by the Special Committee, that the failure to take such action would reasonably be expected to violate its fiduciary duties under applicable Law. If the Shareholder Meeting is adjourned, the Company shall convene and hold the Mercury Shareholder MeetingMeeting as soon as reasonably practicable thereafter, subject to the immediately preceding sentence; provided that the Company shall not recommend to its shareholders the adjournment of the Shareholder Meeting to a date that is less than five (5) business days prior to the Outside Date.” (bd) The first sentence of Section 6.2(b) of Company shall hold the Merger Agreement is hereby amended and restated to read Shareholder Meeting as follows: “As promptly as practicable following the effectiveness mailing of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, Proxy Statement in accordance with the Company Governing Documents and applicable Law and Laws. Parent may request that the ▇▇▇▇▇ LLC AgreementCompany adjourn or postpone the Shareholder Meeting for up to sixty (60) days (but in any event no later than fifteen (15) business days prior to the Outside Date), (i) establish a record date for, duly call and give notice of a meeting if as of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on time for which the Form S-4 Shareholder Meeting is declared effective under originally scheduled (as set forth in the Securities ActProxy Statement) there are insufficient Shares represented (either in person or by proxy) (A) to constitute a quorum necessary to conduct the business of the Shareholder Meeting or (B) voting in favor of approval of this Agreement and the Transactions to obtain the Shareholder Approval, and or (ii) convene in order to allow reasonable additional time for (A) the filing and hold mailing of, at the ▇▇▇▇▇ reasonable request of Parent, any supplemental or amended disclosure and (B) such supplemental or amended disclosure to be disseminated and reviewed by the Company’s shareholders prior to the Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of , in which event the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇Company shall, in each case, cause the Mercury Shareholder Meeting shall to be convened on August 20, 2014, and, without conducting any business, shall be postponed or adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournmentParent’s request.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence Company shall take all reasonable steps necessary to duly call, give notice of, convene and hold a meeting of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read its shareholders as follows: “As promptly as reasonably practicable following the effectiveness date hereof for the purpose of voting upon the approval of this Agreement and the Merger (the “Special Meeting”). At such Special Meeting, Company also may submit to its shareholders proposals typically considered at its annual meeting of shareholders, including the election of directors and the ratification of auditors. Management and the Board of Directors of Company shall recommend to its shareholders approval of this Agreement, including the Merger, and the transactions contemplated hereby, together with any matters incident thereto, and shall oppose any third party proposal or other action that is inconsistent with this Agreement or the consummation of the Form S-4 transactions contemplated hereby; provided, however, that Company shall not be obligated to so recommend or oppose (subject a “Change in Recommendation”), as the case may be, if at any time prior to the Effective Time either: (i) (A) the Company Board of Directors has received a Competing Proposal (that has not been withdrawn) that constitutes a Superior Proposal, (B) the Company Board of Directors determines in good faith (after considering in good faith any extension counter-offer or proposal made by Parent during the two-day period contemplated by clause (D) below), that the failure to effect a Change in Recommendation in light of such Superior Proposal reasonably necessary would be expected to comply with result in a breach of its fiduciary duties to Company’s shareholders under applicable Lawlaw, (C) at least two (2) days prior to such Change in Recommendation, Company shall have provided to Parent a written notice (a “Notice of Recommendation Change”) of its intention to make such Change in Recommendation (which notice shall not be deemed to be, in and of itself, a Change in Recommendation), specifying the material terms and conditions of such Superior Proposal, including amending a copy of such Superior Proposal and identifying the Person making such Superior Proposal (it being understood and agreed that any disclosure document amendment to the financial terms or any other material terms of such Superior Proposal shall require the delivery of a new Notice of Recommendation Change and a new one-day period), (D) during the two-day period following Parent’s receipt of a Notice of Recommendation Change, Company shall have given Parent the opportunity to meet with Company and its Representatives, and at Parent’s request, shall have negotiated in good faith regarding the terms of possible revisions to the terms of this Agreement, and (E) Parent shall not, within two (2) days of Parent’s receipt of a Notice of Recommendation Change have made an offer that the Board of Directors of Company determines in good faith, after consultation, to be delivered at least as favorable to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock the Company’s shareholders as such Superior Proposal; or (ii) other than in connection with a Superior Proposal, (A) the Amendment or otherwise acting Company Board of Directors determines in good faith that the failure to address any oral or written comments made by effect a Change in Recommendation could reasonably be expected to result in a breach of its fiduciary duties to the SECCompany’s shareholders under applicable law and (B) at least two (2) days prior to such Change in Recommendation, Company shall have provided to Parent a Notice of Recommendation Change of its intention to make such Change in Recommendation (which notice shall not be deemed to be, in and of itself a Change in Recommendation), Mercury shall, specifying in consultation with ▇▇▇▇▇, reasonable detail the circumstances for such proposed Change in accordance with applicable Law Recommendation (it being understood and agreed that any change to such circumstances or any additional circumstances shall require the Mercury Organizational Documents, (i) establish a record date for, duly call and give notice delivery of a meeting new Notice of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities ActRecommendation Change and a new one-day period), and (iiC) convene and hold during the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable two-day period following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice Parent’s receipt of a meeting Notice of Recommendation Change, Company shall have given Parent the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Actopportunity to meet with Company and its Representatives, and (ii) convene and hold the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any businessat Parent’s request, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject have negotiated in good faith regarding the terms of possible revisions to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournmentterms of this Agreement.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. The Company shall take all action reasonably necessary to call, give notice of, convene and hold a meeting of its shareholders within seventy-five (75) days of the closing of the Registered Direct Offering (as defined below) for the purpose of considering and obtaining, among other things, approval by the Company’s shareholders as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the shareholders of the Company with respect to the issuance of all of (i) the Exchange Warrants and the underlying ADSs and Ordinary Shares (collectively, the “Exchange Securities”) upon the exercise thereof as well the Other Securities, (ii) warrants to purchase ADSs (including the underlying ADSs and Ordinary Shares) to be issued in a private placement concurrent with the closing of a registered direct offering (the “Registered Direct Offering”) of ADSs pursuant to securities purchase agreements by and between the Company and certain investors dated on or about the date hereof, and (iii) pre-funded warrants to purchase ADSs and warrants to purchase ADSs (including the underlying ADSs and Ordinary Shares) to be issued in a private placement to certain of the Company’s directors and officers, on substantially similar terms as the Registered Direct Offering (the “Shareholders Meeting” and approval by the Company’s shareholders of the matters set forth in above, the “Shareholder Approval”), and shall not adjourn, recess or postpone such meeting, except (a) The first sentence of Section 6.2(ato the extent required by applicable law, (b) to solicit additional proxies if Company reasonably believes there will be insufficient Ordinary Shares represented (either in person or by proxy) to (i) constitute a quorum necessary to conduct the business of the Merger Agreement is hereby amended Shareholders Meeting or (ii) obtain the Shareholder Approval, and restated (c) to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension extent reasonably necessary to comply with applicable Law, including amending ensure that any disclosure document required supplement or amendment to be the proxy statement or other materials delivered by the Company to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock shareholders in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documents, (i) establish a record date for, duly call and give notice Shareholders Meeting. The board of a meeting directors of the holders of Mercury Voting Common Stock (Company shall use best efforts to obtain the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder MeetingApproval.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. Subject to the terms of this Agreement and (except in respect of Section 2.5(b)) receipt of the Interim Order, Whistler shall: (a) The first sentence of Section 6.2(aconvene and conduct the Shareholder Meeting in accordance with its constating documents, the Interim Order and applicable Laws, as soon as reasonably practicable, and in any event on or before October 7, 2016; (b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇Vail, in accordance with applicable Law fix and publish a record date for the Mercury Organizational Documentspurposes of determining Whistler Shareholders entitled to receive notice of and vote at the Shareholder Meeting and give notice to Vail of the Shareholder Meeting; (c) allow Vail’s representatives and legal counsel to attend the Shareholder Meeting; (d) not adjourn, postpone or cancel (or propose or permit the adjournment, postponement or cancellation of) the Shareholder Meeting without Vail’s prior written consent, except: (i) establish as required for quorum purposes (in which case the meeting shall be adjourned and not cancelled), by Law or by a record date for, duly call Governmental Entity or by valid Whistler Shareholder action (which action is not solicited or proposed by Whistler or the Whistler Board and give notice of a meeting subject to compliance by Whistler with Section 5.5(c)); or (ii) as otherwise expressly permitted under this Agreement; (e) use commercially reasonable efforts to solicit proxies in favour of the holders Arrangement Resolution, including, if so requested by Vail and at the expense of Mercury Voting Common Stock Vail, using the services of dealers and proxy solicitation firms to solicit proxies in favour of the approval of the Arrangement Resolution, provided that Whistler shall not be required to continue to solicit proxies in favour of the Arrangement Resolution if there has been a Whistler Change in Recommendation; (f) provide Vail with copies of or access to information regarding the “Mercury Shareholder Meeting”Meeting generated by any dealer or proxy solicitation services firm engaged by Whistler, as requested from time to time by Vail; (g) promptly advise Vail as frequently as Vail may reasonably request, and at which meeting Mercury shall seek least on a daily basis on each of the Required Mercury Vote, which record date shall be no later than last ten (10) days after Business Days prior to the date on which of the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.”, as to the aggregate tally of the proxies received by Whistler in respect of the Arrangement Resolution; (bh) The first sentence promptly advise Vail of Section 6.2(b) any written communication from any Whistler Shareholder in opposition to the Arrangement (except for non-substantive communications from any Whistler Shareholder that purports to hold less than 38,000 Whistler Shares (provided that communications from such Whistler Shareholders are not substantive in the aggregate)), written notice of dissent or purported exercise by any Whistler Shareholder of Dissent Rights received by Whistler in relation to the Merger Agreement is hereby amended Arrangement and restated to read as follows: “As promptly as practicable following the effectiveness any withdrawal of the Form S-4 (subject Dissent Rights received by Whistler and any written communications sent by or on behalf of Whistler to any extension reasonably necessary Whistler Shareholder exercising or purporting to comply with exercise Dissent Rights in relation to the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, Arrangement; (i) establish a record date fornot make any payment or settlement offer, duly call and give notice or agree to any payment or settlement prior to the Effective Time with respect to Dissent Rights without the prior written consent of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder Meeting.”Vail; (cj) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, not change the record date for the Mercury Whistler Shareholders entitled to vote at the Shareholder Meeting and in connection with any adjournment or postponement of the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change unless required by applicable Law; and (k) at the reasonable request of Vail from time to time, promptly provide Vail with a list (in both written and electronic form) of: (i) the Mercury Organizational Documents registered Whistler Shareholders, together with their addresses and respective holdings of Whistler Shares; (ii) the names and addresses and holdings of all Persons having rights issued by Whistler to acquire Whistler Shares (including Whistler Equity Award Holders); and (iii) participants in book-based systems and non-objecting beneficial owners of Whistler Shares, together with their addresses and respective holdings of Whistler Shares. Whistler shall from time to time require that its registrar and transfer agent furnish Vail with such additional information, including updated or the ▇▇▇▇▇ LLC Agreement, additional lists of Whistler Shareholders and lists of holdings and other assistance as applicable or to address any oral or written comments made by the SEC)Vail may reasonably request.

Shareholder Meeting. (a) The first sentence Unless this Agreement has been terminated in accordance with its terms, the Acquired Fund shall call and hold a meeting of Section 6.2(a) its shareholders to consider and act upon this Agreement and to take such other action under applicable federal and state law to obtain approval of the Merger transactions contemplated herein (“Acquired Fund Shareholder Approval”). Unless this Agreement is hereby amended has been terminated in accordance with its terms, the Acquiring Fund has called or shall call and restated hold a meeting of its shareholders to read consider and act upon and to take such other action under applicable federal and state law to obtain approval of the issuance of Acquiring Fund shares in connection with the Reorganization (“Acquiring Fund Shareholder Approval”). The Acquired Fund and the Acquiring Fund shall use commercially reasonable efforts to hold the respective shareholder meetings as follows: “As promptly soon as practicable following and advisable after the date of the effectiveness of the Form S-4 Registration Statement filing. (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shallb) The Acquired Fund, in consultation with ▇▇▇▇▇the Acquiring Fund, in accordance with applicable Law and the Mercury Organizational Documents, shall (i) establish use reasonable best efforts to set a record date forfor persons entitled to notice of, duly call and give notice of a to vote at, the shareholder meeting of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities ActAcquired Fund, and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated use reasonable best efforts to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to ensure that such record date not be delivered to holders of ▇▇▇▇▇ Common Shares changed or Mercury Common Stock in connection with the Amendment such shareholder meeting be adjourned or otherwise acting to address any oral postponed or delayed (unless the Acquiring Fund’s prior written comments made by the SECconsent has been provided), ▇▇▇▇▇ shall. The Acquiring Fund, in consultation with Mercurythe Acquired Fund, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, shall (iA) establish use reasonable best efforts to set a record date forfor persons entitled to notice of, duly call and give notice of a to vote at, the shareholder meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities ActAcquiring Fund, and (iiB) convene and hold the ▇▇▇▇▇ Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed use reasonable best efforts to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall ensure that such record date not be convened on August 20, 2014, and, without conducting any business, shall changed or such shareholder meeting be adjourned until 11:00 a.m. eastern time on October 6, 2014 or otherwise postponed or delayed (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at unless the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or Acquired Fund’s prior written comments made by the SECconsent has been provided).

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly soon as practicable following after the effectiveness of SEC confirms that it has no further comments on the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law Schedule 13E-3 and the Mercury Organizational DocumentsProxy Statement, the Company shall (i) establish a record date forfor determining shareholders of the Company entitled to vote at the Shareholder Meeting (the “Record Date”) and shall not change such Record Date or establish a different record date for the Shareholder Meeting without the prior written consent of Parent, duly call unless required to do so by applicable Laws; and give notice in the event that the date of the Shareholder Meeting as originally called is for any reason adjourned or otherwise delayed, the Company agrees that unless Parent shall have otherwise approved in writing or as required by applicable Laws or stock exchange requirement, the Company shall, if possible, implement such adjournment or other delay in such a meeting of way that the Company does not need to establish a new Record Date for the Shareholder Meeting, as so adjourned or delayed and (ii) mail or cause to be mailed the Proxy Statement to the holders of Mercury Voting Common Stock Shares, for the purpose of voting upon the authorization and approval of this Agreement, the Plan of Merger and the Transactions. Subject to Section 6.4(b), without the prior written consent of Parent, the authorization and approval of this Agreement, the Plan of Merger and the Transactions, are the only matters (other than procedural matters) that shall be proposed to be voted upon by the “Mercury shareholders of the Company at the Shareholder Meeting”. (b) at As soon as practicable after the date of mailing the Proxy Statement, the Company shall hold the Shareholder Meeting in accordance with the applicable Laws and the Company Governing Documents. Subject to Section 6.2, (i) the Company Board shall recommend to holders of the Shares that they authorize and approve this Agreement, the Plan of Merger and the Transactions, and shall include such recommendation in the Proxy Statement and (ii) the Company shall use its reasonable best efforts to solicit from its shareholders proxies in favor of the authorization and approval of this Agreement, the Plan of Merger and the Transactions and shall take all other action necessary or advisable to secure the Shareholder Approval. Notwithstanding anything to the contrary contained in this Agreement but subject to Section 6.4(c), unless this Agreement is validly terminated in accordance with Article IX, (x) the Company’s obligations pursuant to this Section 6.4 shall not be limited or otherwise affected by the commencement, public proposal, public disclosure or communication to the Company or any other Person of any Competing Proposal, and (y) the Company’s obligations pursuant to this Section 6.4 (other than the second sentence of this Section 6.4(b)) shall not be limited or otherwise affected by any Adverse Recommendation Change. (c) Notwithstanding Section 6.4(b), after consultation in good faith with Parent, the Company may recommend the adjournment of the Shareholder Meeting to its shareholders (i) to the extent necessary to ensure that any required supplement or amendment to the Proxy Statement is provided to the holders of Shares within a reasonable amount of time in advance of the Shareholder Meeting, (ii) as otherwise required by applicable Law or (iii) if as of the time for which meeting Mercury the Shareholder Meeting is scheduled as set forth in the Proxy Statement, there are insufficient Shares represented (in person or by proxy) to constitute a quorum necessary to conduct the business of the Shareholder Meeting. If the Shareholder Meeting is adjourned, the Company shall seek convene and hold the Required Mercury VoteShareholder Meeting as soon as reasonably practicable thereafter, which record subject to the immediately preceding sentence; provided that the Company shall not recommend to its shareholders the adjournment of the Shareholder Meeting to a date shall be no later that is less than ten (10) days after Business Days prior to the date on which the Form S-4 is declared effective under the Securities Act, and Outside Date. (iid) convene and The Company shall hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read Meeting as follows: “As promptly as practicable following the effectiveness mailing of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, Proxy Statement in accordance with the Company Governing Documents and applicable Law and Laws. Notwithstanding the ▇▇▇▇▇ LLC Agreementforegoing, the Company may postpone or adjourn the Shareholder Meeting: (i) establish a record date forwith the consent of Parent, duly call and give notice of a meeting (ii) if as of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on time for which the Form S-4 Shareholder Meeting is declared effective originally scheduled (as set forth in the Proxy Statement) there are insufficient Shares represented (either in person or by proxy) (A) to constitute a quorum necessary to conduct the business of the Shareholder Meeting or (B) voting in favor of approval of this Agreement and the Transactions to obtain the Shareholder Approval, or (iii) in order to allow reasonable additional time for (A) the filing and mailing of any supplemental or amended disclosure (1) which the Company Board has determined in good faith after consultation with outside counsel is necessary under applicable Laws (2) or at the Securities Actreasonable request of Parent, and (iiB) convene such supplemental or amended disclosure to be disseminated and hold reviewed by the ▇▇▇▇▇ Company’s shareholders prior to the Shareholder Meeting.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence of Section 6.2(a) of Notwithstanding the Merger Agreement is hereby amended general provisions hereof, if, prior to June 1, 1999, the Beneficial Holders have not obtained (and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders the Buyer and the Parent), from each holder of ▇▇▇▇▇ Other Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documents, each holder of Company Options identified on Schedule 6.1(c): (i) establish an executed copy of a record date forCommon Purchase Agreement (in respect of the holders of the Other Common Shares), duly call and (ii) a written commitment by each holder of such Company Options to exercise all such Company Options immediately prior to the Closing and give to sell the Common Shares issuable on the exercise of such Common Shares to Buyer on the terms and conditions of a Common Purchase Agreement; then: (iii) the Beneficial Holders shall ensure that Company sends a notice of a meeting of the holders of Mercury Voting Common Stock its shareholders (the “Mercury Shareholder "Meeting”"), which shall be held immediately following the Closing on the Closing Date; provided that if the Closing has not taken place on the date set for the Meeting, the Meeting shall be adjourned until a time immediately after the Closing; and (iv) at which meeting Mercury shall seek the Required Mercury VoteBuyer's option, which record date shall the Buyer's obligations hereunder to complete the Purchase may be no later than ten (10) days after the date on which the Form S-4 is declared effective assigned to a corporation to be incorporated under the Securities Act, and Business Corporations Act (iiOntario) convene and hold the Mercury Shareholder Meeting("NewSub").” (b) The first sentence of Section 6.2(b) At the Meeting, the shareholders of the Merger Agreement is hereby amended Company shall consider and restated vote upon a proposed amalgamation (the "Amalgamation") between the Company and NewSub (the corporation resulting from such amalgamation being herein referred to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, "Amalco") on terms whereby: (i) establish a record date for, duly call and give notice each shareholder of a meeting NewSub receives one common share of the holders Amalco for each common share of ▇▇▇▇▇ NewSub previously held; (ii) each holder of Common Shares (other than NewSub) receives a non-voting redeemable, retractable preferred share of Amalco, redeemable and retractable at a price per share equal to the “▇▇▇▇▇ Shareholder Meeting”Per Share Purchase Price and having a paid-up capital equal to the Per Share Purchase Price; and (iii) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shares held by NewSub in the Company shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder Meetingcancelled.” (c) The following is hereby added as a new Section 6.2(d) At the Closing, JS and the Direct Holder will deliver to the Buyer proxies in favour of the Merger AgreementBuyer's designees in respect of their Purchased Shares for the purposes of the Meeting, which provide that such shareholders vote in favor of the Amalgamation. Notwithstanding any other provision hereof, it shall be a condition to the Buyer's (and NewSub's) obligations hereunder that at the Closing the Buyer and the Parent be satisfied, acting reasonably, that: (i) the Meeting shall be able to be held immediately following Closing; (ii) the Buyer shall be entitled to vote all the Purchased Shares at the Meeting in favour of the Amalgamation; (iii) the Amalgamation will be able to be implemented on the Closing Date on the terms contemplated above; (iv) all aspects of the Amalgamation are conducted in accordance with, or pursuant to exemptions from, all applicable corporate and regulatory requirements, including Ontario Securities Commission Policy 9.1 ("Policy 9.1"); and (v) all approvals to the implementation of Amalgamation are able to be obtained, whether pursuant to Policy 9.1 or otherwise (including, without limitations, any minority approvals which may be required pursuant to Policy 9.1). (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, In connection with the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Lawproposed Amalgamation, the Mercury Organizational Documents parties hereto will take all such further action and to execute such further documentation as is necessary or desirable to carry out the ▇▇▇▇▇ LLC purposes and intentions of this Agreement, as applicable or to address any oral or written comments made by the SEC)mutatis mutandis.

Shareholder Meeting. In accordance with applicable law and its Articles of Incorporation and By-Laws, LBB shall prepare a notice to be sent to its shareholders (the "Notice"), in connection with a special meeting of such shareholders to approve this Merger Agreement and the transactions contemplated hereby (the "Special Meeting"), which Notice shall include, without limitation, (a) The first sentence of Section 6.2(a) information regarding the material terms of the transactions contemplated hereby; (b) information, notices and/or forms relating to shareholders' dissenters' rights as required by the WBCL; and (c) the unanimous recommendation of LBB's Board of Directors that the shareholders approve this Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, in accordance with applicable Law and the Mercury Organizational Documentstransactions contemplated hereby, which recommendation shall not be withdrawn, modified or amended. LBB shall mail the Notice to its shareholders no later than April 7, 2001, and shall convene the Special Meeting no later than May 7, 2001. LBB shall (i) establish cause appropriate employees to contact shareholders by telephone to confirm receipt of proxy materials and ask for prompt return of proxy cards; and (ii) cause the appropriate executive officers of LBB to promptly respond to shareholder questions regarding this Merger Agreement and the transactions contemplated hereby, and, where appropriate, to advise shareholders of LBB, in response to requests, that the directors and executive officers of LBB, believe the transactions contemplated by this Merger Agreement are in the best interests of LBB and its shareholders, all in an effort to obtain from the shareholders of LBB the vote necessary under the WBCL to approve this Merger Agreement and the transactions contemplated hereby. LBB shall provide SFSC with a record copy of any notice and other disclosure materials to be sent to shareholders of LBB at least five (5) business days prior to the date foron which LBB intends to send such notice to shareholders, duly call and give will consider in good faith any reasonable concerns or suggestions of SFSC and its representatives regarding the content of such notice and other disclosure materials. LBB shall not, at the Special Meeting, submit any other matter for approval of a meeting its shareholders (except with the prior written consent of the holders of Mercury Voting Common Stock (the “Mercury Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury VoteSFSC, which record date consent shall not be no unreasonably withheld). No later than ten (10) business days after the date on which of this Merger Agreement, LBB and Liberty shall complete the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably shareholder action necessary to comply with effect the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting of the holders of ▇▇▇▇▇ Common Shares (the “▇▇▇▇▇ Shareholder Meeting”) at which meeting ▇▇▇▇▇ shall seek the Required ▇▇▇▇▇ Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities Act, and (ii) convene and hold the ▇▇▇▇▇ Shareholder MeetingBank Merger.” (c) The following is hereby added as a new Section 6.2(d) of the Merger Agreement: (d) Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the Mercury Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).

Shareholder Meeting. (a) The first sentence Following the First Closing Date, ▇▇▇▇▇▇ shall take all action necessary in accordance with applicable law, ▇▇▇▇▇▇'▇ certificate of Section 6.2(a) incorporation and bylaws, each as amended to date, and all contracts binding on ▇▇▇▇▇▇ to give timely notice of the Merger Agreement is hereby amended annual meeting of its shareholders that first follows the First Closing Date (the "Shareholder Meeting"). Subject to the fiduciary duty of ▇▇▇▇▇▇'▇ directors and restated applicable law, ▇▇▇▇▇▇ shall use its reasonable best efforts to read as follows: “As promptly as practicable following solicit from the effectiveness of the Form S-4 (subject to any extension reasonably necessary to comply with applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), Mercury shall, in consultation with ▇▇▇▇▇, '▇ Voting Securities proxies in accordance with applicable Law and the Mercury Organizational Documents, (i) establish a record date for, duly call and give notice of a meeting favor of the holders adoption and approval of Mercury Voting Common Stock (the “Mercury Transactions Requiring Shareholder Meeting”) at which meeting Mercury shall seek the Required Mercury Vote, which record date shall be no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities ActApproval, and (ii) convene at the Shareholder Meeting shall do so first before considering any other proposals, and hold the Mercury Shareholder Meeting.” (b) The first sentence of Section 6.2(b) of the Merger Agreement is hereby amended and restated to read as follows: “As promptly as practicable following the effectiveness of the Form S-4 (subject to any extension reasonably shall take all other action necessary to comply with secure the DLLCA, the ▇▇▇▇▇ LLC Agreement and applicable Law, including amending any disclosure document to be delivered to holders of ▇▇▇▇▇ Common Shares or Mercury Common Stock in connection with the Amendment or otherwise acting to address any oral or written comments made by the SEC), ▇▇▇▇▇ shall, in consultation with Mercury, in accordance with applicable Law and the ▇▇▇▇▇ LLC Agreement, (i) establish a record date for, duly call and give notice of a meeting approval of the holders of ▇▇▇▇▇▇'▇ Common Shares Voting Securities (by vote or consent) required by applicable law, ▇▇▇▇▇▇'▇ certificate of incorporation and bylaws, each as amended to date, and all contracts binding on ▇▇▇▇▇▇. The Proxy Statement shall contain the “affirmative recommendation of the board of directors of ▇▇▇▇▇▇ in favor of the adoption of a resolution approving the Transactions Requiring Shareholder Meeting”) at which meeting Approval; provided, however, no director or officer of ▇▇▇▇▇▇ shall seek the Required be required to violate any fiduciary duty or other requirement imposed by applicable law in connection therewith. In accordance with ▇▇▇▇▇▇'▇ bylaws and applicable law, ▇▇▇▇▇▇ Voteshall as promptly as is reasonably practicable, which record date shall be but no later than ten (10) days after the date on which the Form S-4 is declared effective under the Securities ActSeptember 30, and (ii) convene and hold the 2004; provided, however, that, if ▇▇▇▇▇▇ receives comments from the SEC on the Proxy Statement, ▇▇▇▇▇▇ may extend such date to October 31, 2004 (the "Outside Meeting Date"), convene the Shareholder Meeting.” . If (a) ▇▇▇▇▇▇ does not convene the Shareholder Meeting on or before by the Outside Meeting Date or (b) ▇▇▇▇▇▇ does convene the Shareholder Meeting by the Outside Meeting Date but does not secure Shareholder Approval by the Outside Meeting Date or (c) The following is hereby added as a new Section 6.2(d) anytime prior to Shareholder Approval, proxies subject to the Voting Agreement represent less than two-thirds of the Merger Agreement: (d) Unless otherwise agreed to by Mercury issued and outstanding Voting Securities of ▇▇▇▇▇▇, then the Mercury Shareholder Meeting Purchaser may, but shall not be required to, terminate this Agreement. The effects of such termination shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 11:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof set forth in accordance with Section 6.2(a)), which new date, time and place shall be announced at the Mercury Shareholder Meeting before adjournment. Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the ▇▇▇▇▇ Shareholder Meeting shall be convened on August 20, 2014, and, without conducting any business, shall be adjourned until 9:00 a.m. eastern time on October 6, 2014 (subject to any adjournment or postponement thereof in accordance with Section 6.2(b)), which new date, time and place shall be announced at the ▇▇▇▇▇ Shareholder Meeting before adjournment9.2.” Unless otherwise agreed to by Mercury and ▇▇▇▇▇, the record date for the Mercury Shareholder Meeting and the ▇▇▇▇▇ Shareholder Meeting shall continue to be July 18, 2014 (subject to any change required by applicable Law, the Mercury Organizational Documents or the ▇▇▇▇▇ LLC Agreement, as applicable or to address any oral or written comments made by the SEC).