RIGHTS OF THE CORPORATION AND COVENANTS. 33 Section 5.1 Optional Purchases by the Corporation 33 Section 5.2 General Covenants. 33 Section 5.3 Warrant Agent’s Remuneration and Expenses. 34 Section 5.4 Performance of Covenants by Warrant Agent 35 Section 5.5 Enforceability of Warrants. 35 ARTICLE 6 ENFORCEMENT 35
RIGHTS OF THE CORPORATION AND COVENANTS. 30 5.1 Optional Purchases by the Corporation. 30 5.2 General Covenants. 30 5.3 Warrant Agent’s Remuneration and Expenses. 31 5.4 Performance of Covenants by Warrant Agent. 31 5.5 Enforceability of Warrants. 32 ARTICLE 6 ENFORCEMENT 32 6.1 Suits by Registered Warrantholders. 32
RIGHTS OF THE CORPORATION AND COVENANTS. 30 5.1 Optional Purchases by the Corporation 30 5.2 General Covenants 31 5.3 Warrant Agent’s Remuneration and Expenses 32 5.4 Performance of Covenants by Warrant Agent 32 5.5 Enforceability of Warrants 32 ARTICLE 6 ENFORCEMENT 33 6.1 Suits by Warrantholders 33 6.2 Suits by the Corporation 33 6.3 Immunity of Shareholders, etc. 33 6.4 Waiver of Default 33 ARTICLE 7 MEETINGS OF WARRANTHOLDERS 34 7.1 Right to Convene Meetings 34 7.2 Notice 34 7.3 Chairman 34 7.4 Quorum 34 7.5 Power to Adjourn 35 7.6 Show of Hands 35 7.7 Poll and Voting 35 7.8 Regulations 35 7.9 Corporation and Warrant Agent May be Represented 36 7.10 Powers Exercisable by Extraordinary Resolution 36 7.11 Meaning of Extraordinary Resolution 37 7.12 Powers Cumulative 37 7.13 Minutes 38 7.14 Instruments in Writing 38 7.15 Binding Effect of Resolutions 38 7.16 Holdings by Corporation Disregarded 38 ARTICLE 8 SUPPLEMENTAL INDENTURES 38 8.1 Provision for Supplemental Indentures for Certain Purposes 38 8.2 Successor Entities 39 ARTICLE 9 CONCERNING THE WARRANT AGENT 40 9.1 Indenture Legislation 40 9.2 Rights and Duties of Warrant Agent 40
RIGHTS OF THE CORPORATION AND COVENANTS. Section 5.1 Optional Purchases by the Corporation. Subject to compliance with applicable securities legislation and approval of applicable regulatory authorities, if any, the Corporation may from time to time purchase by private contract or otherwise any of the Warrants. Any such purchase shall be made at the lowest price or prices at which, in the opinion of the directors, such Warrants are then obtainable, plus reasonable costs of purchase, and may be made in such manner, from such persons and on such other terms as the Corporation, in its sole discretion, may determine. In the case of Certificated Warrants, Warrant Certificates representing the Warrants purchased pursuant to this Section 5.1 shall forthwith be delivered to and cancelled by the Warrant Agent and reflected accordingly on the register of Warrants. In the case of Uncertificated Warrants, the Warrants purchased pursuant to this Section 5.1 shall be reflected accordingly on the register of Warrants and in accordance with procedures prescribed by the Depository under the book entry registration system. No Warrants shall be issued in replacement thereof.
RIGHTS OF THE CORPORATION AND COVENANTS. 5.1 Optional Purchases by the Corporation 26 5.2 General Covenants 26 5.3 Subscription Receipt Agent’s Remuneration, Expenses and Indemnification 28 5.4 Performance of Covenants by Subscription Receipt Agent 29 5.5 Accounting 29 5.6 Payments by Subscription Receipt Agent 29 5.7 Anti-Money Laundering and Privacy 29 5.8 Regulatory Matters 30 5.9 Indemnity of Receiptholders 31
RIGHTS OF THE CORPORATION AND COVENANTS. 30 5.1 Optional Purchases by the Corporation. 30 5.2 General Covenants. 31 5.3 Warrant Agent’s Remuneration and Expenses. 32 5.4 Performance of Covenants by Warrant Agent. 32 5.5 Enforceability of Warrants. 32 ARTICLE 6 ENFORCEMENT 33 6.1 Suits by Warrantholders. 33 6.2 Suits by the Corporation. 33 6.3 Immunity of Shareholders, etc. 33 6.4 Waiver of Default 33 ARTICLE 7 MEETINGS OF WARRANTHOLDERS 34 7.1 Right to Convene Meetings. 34 7.2 Notice 34 7.3 Chairman. 34 7.4 Quorum. 34 7.5 Power to Adjourn. 35 7.6 Show of Hands. 35 7.7 Poll and Voting. 35 7.8 Regulations 35 7.9 Corporation and Warrant Agent May be Represented. 36
RIGHTS OF THE CORPORATION AND COVENANTS. Section 5.1 Optional Purchases by the Corporation. 35
RIGHTS OF THE CORPORATION AND COVENANTS. 32 Section 5.1 Optional Purchases by the Corporation. 32 Section 5.2 General Covenants. 32 Section 5.3 Warrant Agent’s Remuneration and Expenses. 34 Section 5.4 Performance of Covenants by Warrant Agent. 34 Section 5.5 Enforceability of Warrants. 34 ARTICLE 6 ENFORCEMENT 35 Section 6.1 Suits by Registered Warrantholders. 35 Section 6.2 Suits by the Corporation. 35 Section 6.3 Immunity of Shareholders, etc. 35 Section 6.4 Waiver of Default. 35 ARTICLE 7 MEETINGS OF REGISTERED WARRANTHOLDERS 36 Section 7.1 Right to Convene Meetings. 36 Section 7.2 Notice. 36 Section 7.3 Chairman. 36 Section 7.4 Quorum. 37 Section 7.5 Power to Adjourn. 37 Section 7.6 Show of Hands. 37 Section 7.7 Poll and Voting. 37 Section 7.8 Regulations. 38 Section 7.9 Corporation and Warrant Agent May be Represented. 38 Section 7.10 Powers Exercisable by Extraordinary Resolution. 38 Section 7.11 Meaning of Extraordinary Resolution. 39 Section 7.12 Powers Cumulative. 40 Section 7.13 Minutes. 40 Section 7.14 Instruments in Writing. 40 Section 7.15 Binding Effect of Resolutions. 41 Section 7.16 Holdings by Corporation Disregarded. 41
RIGHTS OF THE CORPORATION AND COVENANTS. Optional Purchases by the Corporation. 29 General Covenants. 29 Warrant Agent’s Remuneration and Expenses. 30 Performance of Covenants by Warrant Agent 30 Enforceability of Warrants. 31 ENFORCEMENT Suits by Registered Warrantholders. 31 Suits by the Corporation. 31 Immunity of Shareholders, etc. 31 Waiver of Default. 31 MEETINGS OF REGISTERED WARRANTHOLDERS Right to Convene Meetings 32 Notice 32 Chairman. 32 Quorum. 32 Power to Adjourn. 33 Show of Hands. 33 Poll and Voting. 33 Regulations. 34 Corporation and Warrant Agent May be Represented. 34 Powers Exercisable by Extraordinary Resolution. 34 Meaning of Extraordinary Resolution. 35 Powers Cumulative. 36 Minutes. 36 Instruments in Writing. 36 Binding Effect of Resolutions. 36 Holdings by Corporation Disregarded. 36 SUPPLEMENTAL INDENTURES Provision for Supplemental Indentures for Certain Purposes. 37 Successor Entities. 38 CONCERNING THE WARRANT AGENT Trust Indenture Legislation 38 Rights and Duties of Warrant Agent 38 Evidence, Experts and Advisers. 39 Documents, Monies, etc. Held by Warrant Agent 39 Actions by Warrant Agent to Protect Interest. 40 Warrant Agent Not Required to Give Security. 40 Protection of Warrant Agent. 40 Replacement of Warrant Agent; Successor by Merger. 41 Acceptance of Agency 42 Warrant Agent Not to be Appointed Receiver. 42 Warrant Agent Not Required to Give Notice of Default. 42 Anti‐Money Laundering 42 Compliance with Privacy Code. 43 Securities Exchange Commission Certification. 44 GENERAL Notice to the Corporation and the Warrant Agent 44 Notice to Registered Warrantholders. 45 Ownership of Warrants. 45 Counterparts 46 Satisfaction and Discharge of Indenture 46 Provisions of Indenture and Warrants for the Sole Benefit of Parties and Registered Warrantholders. 46 Common Shares or Warrants Owned by the Corporation or its Subsidiaries ‐ Certificate to be Provided. 47 Severability 47 Force Majeure 47 Assignment, Successors and Assigns 47 Rights of Rescission and Withdrawal for Holders 47 SCHEDULES SCHEDULE “A” FORM OF WARRANT SCHEDULE “B” EXERCISE FORM SCHEDULE “C” FORM OF DECLARATION FOR REMOVAL OF LEGEND - iii - SCHEDULE “D” FORM OF U.S. PURCHASER CERTIFICATION UPON EXERCISE OF WARRANTS WARRANT INDENTURE THIS WARRANT INDENTURE is dated as of March 16, 2021. BETWEEN: VIBE GROWTH CORPORATION, a corporation existing under the laws of the Province of British Columbia (the “Corporation”), ‐ AND ‐ ODYSSEY TRUST COMPANY, a trust company incorporated under the laws of the Province of ...
RIGHTS OF THE CORPORATION AND COVENANTS. 5.1 OPTIONAL PURCHASES BY THE CORPORATION The Corporation may from time to time purchase, by private contract or otherwise, any of the Purchase Warrants. Any such purchase shall be made at the lowest price or prices at which, in the opinion of the directors, such Purchase Warrants are then obtainable, plus reasonable costs of purchase, and may be made in such manner, from such persons and on such other terms as the Corporation, in its sole discretion, may determine. Any Warrant Certificates representing the Purchase Warrants purchased pursuant to this section shall forthwith be delivered to and cancelled by the Trustee. No Purchase Warrants shall be issued in replacement thereof.
