Common use of Satisfaction of Conditions Clause in Contracts

Satisfaction of Conditions. Purchaser shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser under any applicable Laws or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangement; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser in connection with the Arrangement and participate and appear in any proceedings of, any Party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the Arrangement; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by Purchaser; and (v) cooperate with Vitran in connection with the performance by it of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser shall Unless and until this Agreement is terminated in accordance with subsection 17(a), Gold Fields will use all its commercially reasonable efforts to satisfy, satisfy or cause to be satisfied, satisfied all of the conditions precedent to its obligations to the extent completion of the same is within its control Transaction at or before the Escrow Time and to will take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) make all notifications and obtain all consents, approvals and authorizations as are required to be obtained by Purchaser any Gold Fields Group Company under any applicable Laws Law or from any Governmental Entity governmental entity or authority which would, if not obtained, materially impede the completion of the ArrangementTransaction or have a material adverse effect on the Acquired Companies; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities any governmental entities or authorities required to be effected by Purchaser them in connection with the Arrangement and participate and appear in any proceedings of, any Party hereto before any Governmental EntityTransaction; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummatecomplete, the Arrangement;Transaction; and (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by Purchaser; and (v) cooperate co-operate with Vitran IAMGOLD in connection with the performance by it IAMGOLD of its obligations hereunder, providedincluding cooperating with IAMGOLD in applying for and obtaining, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause causing to be paid any monies or to cause any liability to be incurred to cause such performance to occurapplied for and obtained, all consents, orders and approvals required by IAMGOLD in connection with the completion of the Transaction.

Satisfaction of Conditions. Purchaser New Gold shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable best efforts to: (i) obtain the New Gold Shareholder Approval in accordance with the requirements of any applicable regulatory authority; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser New Gold or any of the New Gold Material Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on New Gold; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party hereto party before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto parties to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserNew Gold; and (vvi) cooperate with Vitran Western in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser New Gold to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Western shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable best efforts to: (i) obtain the Western Shareholder Approval in accordance with the provisions of the OBCA, the Interim Order and the requirements of any applicable regulatory authority; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Western or any of the Western Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on Western; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party hereto party before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto parties to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserWestern; and (vvi) cooperate with Vitran New Gold in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Western to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Peak shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable best efforts to: (i) obtain the Peak Shareholder approval for the BC Arrangement in accordance with the provisions of the BCBCA, the BC Interim Order and the requirements of any applicable regulatory authority; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Peak or any of the Peak Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on Peak; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the BC Plan of Arrangement required to be fulfilled or satisfied by PurchaserPeak; and (vvi) cooperate with Vitran New Gold and Metallica in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Peak to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser shall Unless and until this Agreement is terminated in accordance with subsection 17(a), IAMGOLD will use all its commercially reasonable efforts to satisfy, satisfy or cause to be satisfied, satisfied all of the conditions precedent to its obligations to the extent completion of the same is within its control Transaction at or before the Escrow Time and to will take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) make all notifications and obtain all consents, approvals and authorizations as are required to be obtained by Purchaser any IAMGOLD Group Company under any applicable Laws Law or from any Governmental Entity governmental entity or authority which would, if not obtained, materially impede the completion of the ArrangementTransaction or have a material adverse effect on IAMGOLD; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities any governmental entities or authorities required to be effected by Purchaser them in connection with the Arrangement and participate and appear in any proceedings of, any Party hereto before any Governmental EntityTransaction; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummatecomplete, the Arrangement;Transaction; and (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by Purchaser; and (v) cooperate with Vitran Gold Fields in connection with the performance by it Gold Fields of its obligations hereunder, providedincluding cooperating with Gold Fields in applying for and obtaining, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause causing to be paid any monies or to cause any liability to be incurred to cause such performance to occurapplied for and obtained, all consents, orders and approvals required by Gold Fields in connection with the completion of the Transaction.

Satisfaction of Conditions. Purchaser Subject to section 6.01 hereof, Yamana shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable best efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Yamana or any of the Yamana Material Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Yamana; (ii) effect all necessary registrations, filings filings, advisory requests and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with order to complete the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaser; andit; (v) cooperate with Vitran Northern Orion in connection with the performance by it Northern Orion of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Yamana to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur; and (vi) reserve a sufficient number of Yamana Shares for issuance upon the completion of the Arrangement.

Satisfaction of Conditions. Purchaser Subject to the terms of this Arrangement Agreement, ▇▇▇▇▇▇ Mining shall use all commercially reasonable efforts to satisfyefforts, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and control, to take, take or cause to be taken, taken all other actions and to do, do or cause to be done, done all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementArrangement and other transactions contemplated by this Arrangement Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser ▇▇▇▇▇▇ Mining or any of the ▇▇▇▇▇▇ Mining Subsidiaries under any applicable Laws Law or from any Governmental Entity which wouldor other Person, if not obtained, materially impede to complete the completion of the ArrangementArrangement and any other transactions contemplated by this Arrangement Agreement; (ii) effect make all necessary registrations, filings and submissions of information requested by Governmental Entities applications under all applicable Laws required to be effected made by Purchaser in connection with the ▇▇▇▇▇▇ Mining and other transactions contemplated by this Arrangement and participate and appear in any proceedings of, any Party hereto before any Governmental EntityAgreement; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting the Arrangement Agreement or any other transactions contemplated by this Agreement, the Arrangement, Arrangement Agreement or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummatecomplete, the ArrangementArrangement or any other transactions contemplated by this Arrangement Agreement; (iv) fulfill all conditions and satisfy all provisions of this Arrangement Agreement required to be fulfilled or satisfied by Purchaser▇▇▇▇▇▇ Mining; and (v) cooperate with Vitran Lexam VG Gold in connection with the performance by it Lexam VG Gold of its obligations hereunder, provided, however, that other than as set out in under this Arrangement Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser New Gold shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable best efforts to: (i) obtain the New Gold Shareholder Approval; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser New Gold under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on New Gold; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by PurchaserNew Gold; and (vvi) cooperate with Vitran Peak and Metallica in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser New Gold to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser EFI shall use all commercially its reasonable commercial efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its reasonable control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangement, including using its commercially reasonable commercial efforts to: (i) obtain all the EFI Shareholder Approval in accordance with the OBCA and the requirements of the TSX and any other applicable Governmental Authority; (ii) obtain consents, approvals and authorizations as are required to be obtained by Purchaser EFI under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementArrangement or have a Material Adverse Effect on EFI; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement and participate and appear in any proceedings of, of any Party hereto party before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Arrangement or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto parties to consummate, the Arrangement; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserEFI; and (vvi) cooperate with Vitran ▇▇▇▇▇▇▇ in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser EFI to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Nova shall, and shall cause the Nova Subsidiary to, use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) 1. obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Nova or the Nova Subsidiary under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementTransaction or have a Material Adverse Effect on Nova; (ii) 2. effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement Transaction and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iii) 3. oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the ArrangementTransaction; (iv) 4. fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Merger required to be fulfilled or satisfied by PurchaserNova; and (v) 5. cooperate with Vitran Allana in connection with the performance by it Allana of its obligations hereunderhereunder and under the Plan of Merger, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Nova to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Gold Eagle shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain the approval of Gold Eagle Shareholders of the Arrangement in accordance with the provisions of the OBCA, the Interim Order and the requirements of any applicable regulatory authority; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Gold Eagle or the Gold Eagle Subsidiary under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on Gold Eagle; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserGold Eagle; and (vvi) cooperate with Vitran Goldcorp in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Gold Eagle to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser PTQ shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations obligations, to the extent that the same is within its control control, and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser PTQ, PTQ Newco or the PTQ Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementTransaction or have a Material Adverse Effect on PTQ; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it or PTQ Newco in connection with the Arrangement Transaction and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the ArrangementTransaction; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by PurchaserPTQ or PTQ Newco; and (v) cooperate with Vitran Iberian in connection with the performance by it each of its them of their respective obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser PTQ to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Coretec shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementArrangement and the other Transactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Coretec or any of its Subsidiaries under any applicable Laws or from any Governmental Entity which would, if not obtained, materially impede the completion of the ArrangementArrangement and the other matters contemplated herein or have a Material Adverse Effect on Coretec; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser Coretec or any of its Subsidiaries in connection with the Arrangement and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Arrangement or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangement; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by PurchaserCoretec; and (v) cooperate with Vitran DDi in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Coretec to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Corporation shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain the approval of Corporation Shareholders of the Arrangement in accordance with the provisions of the BCBCA, the Interim Order and the requirements of any applicable regulatory authority; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Corporation or the Corporation Subsidiary under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on Corporation; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserCorporation; and (vvi) cooperate with Vitran Offeror in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Corporation to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Exito shall use all commercially reasonable efforts to satisfy, satisfy or cause to be satisfied, all the satisfaction of the conditions precedent to its obligations and the obligations of GLN hereunder set forth in Sections 8.1 and 8.2 hereof to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (ia) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Exito under any applicable Laws Law or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Exito; (iib) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iiic) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivd) fulfill fulfil all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserExito; and (ve) cooperate co-operate with Vitran GLN in connection with the performance by it GLN of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Subject to section 6.01 hereof, Goldcorp shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Goldcorp under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Goldcorp; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserit; and (v) cooperate with Vitran Gold Eagle in connection with the performance by it Gold Eagle of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Goldcorp to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser ▇▇▇▇▇ shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable best efforts to: (i) obtain the approval of ▇▇▇▇▇ Shareholders for the Arrangement in accordance with Applicable Laws, the provisions of the BCBCA, the Interim Order and the requirements of any applicable regulatory authority; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser ▇▇▇▇▇ under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on ▇▇▇▇▇; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any related proceedings of, of any Party hereto before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaser▇▇▇▇▇; and (vvi) cooperate with Vitran Hawthorne and Hawthorne Subco in connection with the performance by it each of its them of their respective obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser ▇▇▇▇▇ to pay or cause to be paid any monies or to cause incur any liability to be incurred material obligations to cause such performance to occur.

Satisfaction of Conditions. Purchaser GLN shall use all commercially reasonable efforts to satisfy, satisfy or cause to be satisfied, all the satisfaction of the conditions precedent to its obligations and the obligations of Exito hereunder set forth in Article 8 hereof to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (ia) obtain the approval of holders of at least 66⅔% of GLN Shares voted at the GLN Meeting to the Arrangement; (b) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser them under any applicable Laws Law or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on GLN; (iic) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iiid) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ive) fulfill fulfil all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserGLN; and (vf) cooperate co-operate with Vitran Exito in connection with the performance by it Exito of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser TAG and TAG Subco shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its their obligations and the obligations of Trans-Orient hereunder set forth in Article Five hereof to the extent the same is within its their control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its their commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser TAG or any of the TAG Subsidiaries under any applicable Laws Law or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on TAG; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser them in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserthem; and (v) cooperate with Vitran Trans-Orient in connection with the performance by it Trans-Orient of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Westlinks and Subco shall use all commercially reasonable efforts to satisfy, satisfy or cause to be satisfied, all the satisfaction of the conditions precedent to its their obligations and the obligations of Big Horn hereunder set forth in Article 9 hereof to the extent the same is within its their control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its their commercially reasonable efforts to: (ia) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser them under any applicable Laws Law or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Westlinks or Subco; (iib) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser them in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iiic) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivd) fulfill fulfil all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserthem; and (ve) cooperate co-operate with Vitran Big Horn in connection with the performance by it Big Horn of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser IMA shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser IMA or any of the IMA Subsidiaries under any applicable Laws Law or from any Governmental Entity which or under the rules or policies of the TSXV or AMEX that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on IMA; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plans of Arrangement required to be fulfilled or satisfied by Purchaser; it, and (v) cooperate with Vitran Kobex and Barytex in connection with the performance by it Kobex and Barytex of its their obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser IMA to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser DDi shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser DDi under any applicable Laws or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangement; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser DDi in connection with the Arrangement and participate and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangement; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by PurchaserDDi; and (v) cooperate with Vitran Coretec in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser DDi to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Subject to section 6.01 hereof, Offeror shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Offeror under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Offeror; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserit; and (v) cooperate with Vitran Corporation in connection with the performance by it Corporation of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Offeror to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Brio shall use all its commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations hereunder and to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain the approval of Brio Shareholders for the Arrangement Resolution in accordance with the provisions of the OBCA, the Interim Order and the requirements of any applicable regulatory authority; (ii) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Brio or any of its subsidiaries under any applicable Laws Law, or from any Governmental Entity which Authority that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on Brio; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities Authorities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party hereto before any Governmental EntityAuthority; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserBrio; and (vvi) cooperate with Vitran Leagold in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Brio to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Subject to §6.1 hereof, Hawthorne and Hawthorne Subco shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its their obligations to the extent the same is within its their control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its their commercially reasonable best efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Hawthorne or any of the Hawthorne Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Hawthorne; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser them in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserthem; and (v) cooperate with Vitran ▇▇▇▇▇ in connection with the performance by it ▇▇▇▇▇ of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Hawthorne to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser FN shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations and the obligations of GW hereunder set forth in Article Seven hereof to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser FN or any of the subsidiaries of FN under any applicable Laws Law or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on FN; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser them in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserthem; and (v) cooperate with Vitran GW in connection with the performance by it GW of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser New Gold shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations hereunder to the extent the same is are within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser New Gold under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party hereto party to this Agreement before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto parties to this Agreement to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserit; and (v) cooperate with Vitran Silver Quest in connection with the performance by it Silver Quest of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser New Gold to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Marathon Gold shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations hereunder to the extent the same is are within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Marathon Gold under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party hereto to this Agreement before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to this Agreement to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserit; and (v) cooperate with Vitran Mountain Lake in connection with the performance by it Mountain Lake of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Marathon Gold to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Kinross shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Kinross or any of the Kinross Group Companies under any applicable Laws or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Kinross; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser Kinross or any of the Kinross Group Companies in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by Purchaserit; and (v) cooperate with Vitran Bema in connection with the performance by it Bema of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Kinross to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser ▇▇▇▇▇▇▇▇▇ shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction subject to the terms of this Agreement, including using its commercially reasonable efforts to: (i) cause GC Global Capital ▇▇▇▇.▇▇ obtain the approval for the Amalgamation in accordance with the requirements of TSXV; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Bradstone under any applicable Laws or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementTransaction or have a Material Adverse Effect; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement Transaction and participate and appear in any proceedings of, of any Party hereto before any Governmental Entity; (iiiiv) obtain all third party consents and approvals and give any notices required under any of the material contracts; (v) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of Bradstone to consummate the Parties hereto to consummate, the ArrangementTransaction; (ivvi) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by Purchaser▇▇▇▇▇▇▇▇▇; and (vvii) cooperate co-operate with Vitran HPB in connection with the performance by it HPB of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Bradstone to pay or cause to be paid any monies or to cause incur any liability to be incurred Liability to cause such performance to occur.

Satisfaction of Conditions. Purchaser HPB and Subco shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser HPB or Subco under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementTransaction or have a Material Adverse Effect; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement Transaction and participate participate, and appear in any proceedings of, any Party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the ArrangementTransaction; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by Purchaser; andHPB or Subco; (v) cooperate co-operate with Vitran ▇▇▇▇▇▇▇▇▇ in connection with the performance by it ▇▇▇▇▇▇▇▇▇ of its obligations hereunder, providedprovided however that, however, that other than as set out in this Agreementcontemplated hereby, the foregoing shall not be construed to obligate Purchaser HPB to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur; (vi) obtain all third party consents and approvals and give any notices required under any of the material contracts; and (vii) reserve a sufficient number of HPB Shares for issuance upon completion of the Amalgamation.

Satisfaction of Conditions. Purchaser Chantrell shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Arrangement Agreement, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and approvals, authorizations as are required to be obtained by Purchaser Chantrell under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Chantrell; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the transactions contemplated by this Arrangement Agreement and participate participate, and appear in any proceedings of, any Party hereto before any Governmental EntityEntity in connection with the transactions contemplated by this Arrangement Agreement; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Arrangement Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the Arrangementtransactions contemplated hereby, including by entering into a consent agreement if necessary; (iv) fulfill all conditions and satisfy all provisions of this Arrangement Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserit; and (v) cooperate co-operate with Vitran Alexandria in connection with the performance by it Alexandria of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Subject to paragraph 15 hereof, Bema shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain the Bema Required Vote; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Bema or any of the Bema Group Companies under any applicable Laws or from any Governmental Entity which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated herein or have a Material Adverse Effect on Bema; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser Bema or any of the Bema Group Companies in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by PurchaserBema; and (vvi) cooperate with Vitran Kinross in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Bema to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Prior to the Closing, (a) each Seller and Stockholder shall use all its commercially reasonable efforts to satisfy, or cause the conditions set forth in Article VIII to be satisfied, all satisfied on a timely basis (including without limitation to cure any material inaccuracy in any representation or warranty that would exist as of the conditions precedent to its obligations to the extent the same is within its control Closing Date), and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangement, including using (b) Buyer shall use its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to cause the conditions set forth in Article IX to be obtained by Purchaser under satisfied on a timely basis (including without limitation to cure any applicable Laws material inaccuracy in any representation or from any Governmental Entity which would, if not obtained, materially impede the completion warranty that would exist as of the Arrangement; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser in connection with the Arrangement and participate and appear in any proceedings of, any Party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the Arrangement; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by Purchaser; and (v) cooperate with Vitran in connection with the performance by it of its obligations hereunderClosing Date), provided, however, that such action shall not include any requirement on the part of the Sellers or the Stockholders to expend material amounts of money (other than routine out-of-pocket expenses) to obtain the consent contemplated by Section 8.8(ii). Notwithstanding anything to the contrary herein, neither Buyer nor the Sellers, nor any of their respective Affiliates, shall be required as set out in a result of this Agreement, the foregoing shall not be construed to obligate Purchaser propose or agree to pay accept any undertaking or cause condition, to be paid enter into any monies consent decree, to make any divestiture or accept any operational restriction or to cause take or commit to take any liability action that could reasonably be expected to be incurred limit (x) the freedom of action of Buyer or the Sellers or their respective Subsidiaries or Affiliates with respect to cause such performance the operation of, or Buyer’s or its Subsidiaries’ or Affiliates’ ability to occurretain, the Company, the Company Subsidiaries or any of their respective businesses or assets or (y) the ability to retain, own or operate any portion of the business of Buyer, the Company or their respective Subsidiaries and Affiliates or alter or restrict in any way the business or commercial practices of Buyer or the Company or either of their respective Subsidiaries or Affiliates.

Satisfaction of Conditions. Purchaser GW shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations and the obligations of FN hereunder set forth in Article Seven hereof to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain GW Shareholder Approval for the Arrangement, subject to the proviso set forth in Section 8.01(a) hereof; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser GW under any applicable Laws Law or from any Governmental Entity or third party which would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on GW; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserGW; and (vvi) cooperate with Vitran FN in connection with the performance by it FN of its obligations hereunder, provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Leagold shall use all its commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations hereunder and to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Leagold or any of its subsidiaries under any applicable Laws Law, or from any Governmental Entity which Authority that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on Leagold; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities Authorities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate and appear in any proceedings of, of any Party hereto before any Governmental EntityAuthority; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserLeagold; and (v) cooperate with Vitran Brio in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Leagold to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Nu-Mex shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Nu-Mex under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementTransaction or have a Material Adverse Effect on Nu-Mex; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser them in connection with the Arrangement Transaction and participate participate, and appear in any proceedings of, of any Party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the ArrangementTransaction; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaser; andNu-Mex; (v) cooperate with Vitran NWT in connection with the performance by it NWT of its obligations hereunder, ; provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Nu-Mex to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur; and (vi) reserve a sufficient number of Nu-Mex Common Shares for issuance upon completion of the Arrangement and for issuance under the Nu-Mex Options and the Nu-Mex Warrants, and cause the Nu-Mex Common Shares to be listed and posted for trading on one of the Exchanges by the Effective Date.

Satisfaction of Conditions. Purchaser Subject to section 6.01 hereof, Goldcorp shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent the same is within its control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable best efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Goldcorp or any of the Goldcorp Material Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Goldcorp; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserit; and (v) cooperate with Vitran Glamis in connection with the performance by it Glamis of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Goldcorp to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Iberian shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Iberian or the Iberian Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementTransaction or have a Material Adverse Effect on Iberian; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement Transaction and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the ArrangementTransaction; (iv) fulfill all conditions and satisfy all provisions of this Agreement required to be fulfilled or satisfied by PurchaserIberian; and (v) cooperate with Vitran PTQ in connection with the performance by it each of its them of their respective obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Iberian to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser NWT shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the ArrangementTransaction, including using its commercially reasonable efforts to: (i) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser NWT or either of the NWT Subsidiaries or the NWT Significant Interest Company under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the ArrangementTransaction or have a Material Adverse Effect on NWT; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement Transaction and participate and appear in any proceedings of, of any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, Transaction or seeking to stop, or otherwise adversely affecting the ability of the Parties hereto to consummate, the ArrangementTransaction; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserNWT; and (v) cooperate with Vitran Nu-Mex in connection with the performance by it each of its them of their respective obligations hereunder, ; provided, however, that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser NWT to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Subject to section 6.01 hereof, Goldcorp and Goldcorp Subco shall use all commercially reasonable best efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its their obligations to the extent the same is within its their control and to take, or cause to be taken, all other actions and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its their commercially reasonable best efforts to: (i) obtain all consents, approvals and authorizations as are required to be obtained by Purchaser Goldcorp or any of the Goldcorp Material Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated hereby or have a Material Adverse Effect on Goldcorp; (ii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser them in connection with the Arrangement transactions contemplated by this Agreement and participate participate, and appear in any proceedings of, any Party party hereto before any Governmental Entity; (iii) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (iv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by Purchaserthem; and (v) cooperate with Vitran Glamis in connection with the performance by it Glamis of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Goldcorp to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.

Satisfaction of Conditions. Purchaser Subject to the terms of this Agreement, Corporation shall use all commercially reasonable efforts to satisfy, or cause to be satisfied, all of the conditions precedent to its obligations to the extent that the same is within its control and to take, or cause to be taken, all other actions action and to do, or cause to be done, all other things necessary, proper or advisable under all applicable Laws to complete the Arrangementtransactions contemplated by this Agreement, including using its commercially reasonable efforts to: (i) obtain the approval of Corporation Securityholders of the Arrangement in accordance with the provisions of the CBCA, the Interim Order and the requirements of any applicable regulatory authority; (ii) obtain all other consents, approvals and authorizations as are required to be obtained by Purchaser Corporation or the Corporation Subsidiaries under any applicable Laws Law or from any Governmental Entity which that would, if not obtained, materially impede the completion of the Arrangementtransactions contemplated by this Agreement or have a Material Adverse Effect on Corporation; (iiiii) effect all necessary registrations, filings and submissions of information requested by Governmental Entities required to be effected by Purchaser it in connection with the Arrangement and participate and appear in any proceedings of, any Party hereto before any Governmental Entitytransactions contemplated by this Agreement; (iiiiv) oppose, lift or rescind any injunction or restraining order or other order or action challenging or affecting this Agreement, the Arrangement, transactions contemplated hereby or seeking to stop, or otherwise adversely affecting the ability of the Parties parties hereto to consummate, the Arrangementtransactions contemplated hereby; (ivv) fulfill all conditions and satisfy all provisions of this Agreement and the Plan of Arrangement required to be fulfilled or satisfied by PurchaserCorporation; (vi) obtain Competition Act Approval; and (vvii) cooperate with Vitran Yamana in connection with the performance by it of its obligations hereunder, provided, however, provided however that other than as set out in this Agreement, the foregoing shall not be construed to obligate Purchaser Corporation to pay or cause to be paid any monies or to cause any liability to be incurred to cause such performance to occur.