Common use of Termination of Voting Rights Clause in Contracts

Termination of Voting Rights. All the rights of a Non-Affiliated Holder with respect to the Non-Affiliated Holder Votes exercisable in respect of the Exchangeable Shares held by such Non-Affiliated Holder, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Votes, shall be deemed to be surrendered by the Non-Affiliated Holder to the Parent and such Non-Affiliated Holder Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such Non-Affiliated Holder to the Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder of the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for shares of Parent Common Stock, as specified in Article 5 hereof, or upon the redemption of Exchangeable Shares pursuant to Article 6 or Article 7 of the Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation or any other distribution of the assets of the Corporation among its shareholders for the purpose of winding up its affairs pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof by the Parent or Smithfield Sub pursuant to the exercise by the Parent or Smithfield Sub of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case the Corporation, the Parent or Smithfield Sub shall not have delivered the requisite shares of Parent Common Stock and cheque, if any, deliverable in exchange therefor to the Transfer Agent or the Trustee for delivery to the Non-Affiliated Holders).

Termination of Voting Rights. All of the rights of a Non-Affiliated Holder Beneficiary with respect to the Non-Affiliated Holder Beneficiary Votes exercisable in respect of the CN Exchangeable Shares represented by CN Stapled Units held by such Non-Affiliated HolderBeneficiary, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Beneficiary Votes, shall be deemed to be surrendered by the Non-Affiliated Holder Beneficiary to the Parent Newco, and such Non-Affiliated Holder Beneficiary Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such Non-Affiliated Holder holder to the Trustee of the certificates for the CN Stapled Units representing such CN Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder Beneficiary of the Exchange Right or the occurrence of the automatic exchange of CN Exchangeable Shares for shares of Parent Newco Common StockShares, as specified in Article 5 hereof(unless, in either case, NAR Subco or Newco, as applicable, shall not have caused to be issued the requisite Newco Common Shares issuable in exchange therefor and caused to be delivered Newco Stapled Units representing same (together with the CN Voting Shares retained by such holder) to the Trustee for delivery to the Beneficiaries), or upon the redemption of CN Exchangeable Shares pursuant to Article 6 or Article 7 of the CN Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation or any other distribution of the assets of the Corporation among its shareholders for the purpose of winding up its affairs CN pursuant to Article 5 of the CN Exchangeable Share Provisions, or upon the purchase of CN Exchangeable Shares from the holder thereof by the Parent or Smithfield Sub NAR Subco pursuant to the exercise by the Parent or Smithfield Sub NAR Subco of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless unless, in any each of these latter cases, upon presentation and surrender of the required certificates, payment of the total retraction price or purchase price, as the case may be, shall not be made in which case the Corporation, rights of such Beneficiary shall remain unaffected until the Parent or Smithfield Sub shall not have delivered the requisite shares total amount of Parent Common Stock and cheque, if any, deliverable in exchange therefor to the Transfer Agent or the Trustee for delivery to the Non-Affiliated Holders)such price has been paid.

Termination of Voting Rights. All Except as otherwise provided herein or in the Exchangeable Share Provisions, all of the rights of a Non-Affiliated Holder with respect to the Non-Affiliated Holder Votes exercisable in respect of the Exchangeable Shares held by such Non-Affiliated Holder, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Votes, shall be deemed to be surrendered by the Non-Affiliated Holder to the Parent RVI, and such Non-Affiliated Holder Votes and the Voting Rights represented thereby shall cease immediately immediately, upon the delivery by such Non-Affiliated Holder to the Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder of the Exchange Put Right or the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for shares of Parent RVI Common Stock, as specified in Article 5 hereofhereof (unless in any case RVI or RVI Holdco shall not have delivered the Exchangeable Share Consideration deliverable in exchange therefor to the Trustee for delivery to the Holders), or upon the redemption of Exchangeable Shares pursuant to Article 6 or Article 7 of the Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation RVI Sub or any other distribution of the assets of the Corporation RVI Sub among its shareholders for the purpose of winding up its affairs pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof by the Parent or Smithfield Sub RVI pursuant to the exercise by the Parent or Smithfield Sub RVI of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right. Exchange Right (unless in any case and Automatic Exchange Grant and Ownership of the CorporationExchange Put Right, Exchange Right and Automatic Exchange Right RVI hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Parent Holders: the Exchange Put Right; the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require RVI to purchase from each or Smithfield Sub any Holder all or any part of the Exchangeable Shares held by the Holders, [provided that, upon exercise of such right, RVI may, at its option, cause RVI Holdco to purchase such shares;] and the Automatic Exchange Rights, all in accordance with the provisions of this agreement and the Exchangeable Share Provisions, as the case may be. RVI hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Holders of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Put Right, the Exchange Right and the Automatic Exchange Rights by RVI to the Trustee. During the term of the Trust and subject to the terms and conditions of this agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Put Right, the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise and enforce for the benefit of the Holders all of the rights and powers of an owner with respect to the Exchange Put Right, the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall: hold the Exchange Put Right, the Exchange Right and the Automatic Exchange Rights and the legal title thereto as trustee solely for the use and benefit of the Holders in accordance with the provisions of this agreement; and except as specifically authorized by this agreement, have no power or authority to exercise or otherwise deal in or with the Exchange Put Right, the Exchange Right or the Automatic Exchange Rights, and the Trustee shall not have delivered exercise any such rights for any purpose other than the requisite shares of Parent Common Stock and cheque, if any, deliverable in exchange therefor purposes for which this Trust is created pursuant to this agreement. Legended Share Certificates RVI Sub will cause each certificate representing Exchangeable Shares to bear an appropriate legend notifying the Holders of: their right to instruct the Trustee with respect to the Transfer Agent or exercise of the Trustee for delivery to Exchange Put Right and the Non-Affiliated Holders)Exchange Right in respect of the Exchangeable Shares held by a Holder; and the Automatic Exchange Rights.

Termination of Voting Rights. All of the rights of a Non-Affiliated Holder Beneficiary with respect to the Non-Affiliated Holder Beneficiary Votes exercisable in respect of the CN Exchangeable Shares represented by CN Stapled Units held by such Non-Affiliated HolderBeneficiary, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Beneficiary Votes, shall be deemed to be surrendered by the Non-Affiliated Holder Beneficiary to the Parent Newco, and such Non-Affiliated Holder Beneficiary Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such Non-Affiliated Holder holder to the Trustee of the certificates for the CN Stapled Units representing such CN Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder Beneficiary of the Exchange Right or the occurrence of the automatic exchange of CN Exchangeable Shares for shares of Parent Newco Common StockShares, as specified in Article 5 hereof(unless, in either case, [NAR Subco] or Newco, as applicable, shall not have caused to be issued the requisite Newco Common Shares issuable in exchange therefor and caused to be delivered Newco Stapled Units representing same (together with the CN Voting Shares retained by such holder) to the Trustee for delivery to the Beneficiaries), or upon the redemption of CN Exchangeable Shares pursuant to Article 6 or Article 7 of the CN Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation or any other distribution of the assets of the Corporation among its shareholders for the purpose of winding up its affairs CN pursuant to Article 5 of the CN Exchangeable Share Provisions, or upon the purchase of CN Exchangeable Shares from the holder thereof by the Parent or Smithfield Sub [NAR Subco] pursuant to the exercise by the Parent or Smithfield Sub [NAR Subco] of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case the Corporation, the Parent or Smithfield Sub shall not have delivered the requisite shares of Parent Common Stock and cheque, if any, deliverable in exchange therefor to the Transfer Agent or the Trustee for delivery to the Non-Affiliated Holders)Right.

Termination of Voting Rights. All Except as otherwise provided herein or in the Exchangeable Share Provisions, all of the rights of a Non-Affiliated Holder with respect to the Non-Affiliated Holder Votes exercisable to which such Holder is entitled in respect of the Exchangeable Shares held by such Non-Affiliated Holder, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Votes, shall be deemed to be surrendered by the Non-Affiliated Holder to the Parent EduTrek, and such Non-Affiliated Holder Votes and the Voting Rights represented thereby representing such Holder Votes shall cease immediately immediately, upon the delivery by such Non-Affiliated Holder to ITI or the Trustee transfer agent for the Exchangeable Shares or the Trustee, as applicable, of the certificates representing such Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder of the Exchange Put Right or the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for shares of Parent EduTrek Common Stock, as specified in Article 5 V hereof, or upon the redemption of Exchangeable Shares pursuant to Article 6 or Article 7 of the Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation ITI or any other distribution of the assets of the Corporation ITI among its shareholders for the purpose of winding up its affairs pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof by the Parent or Smithfield Sub EduTrek pursuant to the exercise by the Parent or Smithfield Sub EduTrek of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case the Corporation, the Parent or Smithfield Sub EduTrek shall not have delivered the requisite shares of Parent Common Stock and cheque, if any, Exchangeable Share Consideration deliverable in exchange therefor to ITI or the Transfer Agent transfer agent for the Exchangeable Shares or the Trustee for delivery to the Non-Affiliated Holders).

Termination of Voting Rights. All Except as otherwise provided herein or in the Share Provisions, all of the rights of a Non-Affiliated Holder Beneficiary with respect to the Non-Affiliated Holder Beneficiary Votes exercisable in respect of the Exchangeable Shares held by such Non-Affiliated HolderBeneficiary, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Beneficiary Votes, shall be deemed to be surrendered by the Non-Affiliated Holder Beneficiary to the Parent Advantage Trust, and such Non-Affiliated Holder Beneficiary Votes and the Voting Rights represented thereby shall cease immediately immediately, upon the delivery by such Non-Affiliated Holder Beneficiary to the Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder Beneficiary of the Exchange Right Rights or the occurrence of the automatic Automatic Exchange Rights (unless in any case Advantage Trust or ExchangeCo shall not have delivered the consideration deliverable in exchange of Exchangeable Shares therefor to the Trustee for shares of Parent Common Stock, as specified in Article 5 hereofdelivery to the Beneficiaries), or upon the retraction or redemption of Exchangeable Shares pursuant to Article 6 4 or Article 7 5 of the Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation AOG or any other distribution of the assets of the Corporation AOG among its shareholders for the purpose of winding up its affairs pursuant to Article 5 6 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder Beneficiary thereof by the Parent Advantage Trust, ExchangeCo or Smithfield Sub a subsidiary of Advantage Trust pursuant to the exercise by the Parent Advantage Trust, ExchangeCo or Smithfield Sub a subsidiary of Advantage Trust of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case Right, or upon the Corporation, purchase of Exchangeable Shares from the Parent or Smithfield Sub shall not have delivered holder thereof by AOG pursuant to Article 8 of the requisite shares of Parent Common Stock and cheque, if any, deliverable in exchange therefor to the Transfer Agent or the Trustee for delivery to the Non-Affiliated Holders)Share Provisions.

Termination of Voting Rights. All of the rights of a Non-Affiliated Holder Beneficiary with respect to the Non-Affiliated Holder Beneficiary Votes exercisable in respect of the Exchangeable Shares held by such Non-Affiliated HolderBeneficiary, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Beneficiary Votes, shall be deemed to be surrendered by the Non-Affiliated Holder Beneficiary to the Parent and such Non-Affiliated Holder Beneficiary Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such Non-Affiliated Holder holder to the Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder Beneficiary of the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for shares of Parent Common StockShares, as specified in Article 5 hereofhereof (unless in either case (a) Dutchco shall not have delivered the requisite Parent Common Shares issuable in exchange therefor to the Trustee for delivery to the Beneficiaries or (b) such exchange of Exchangeable Shares for Parent Common Shares occurs after the close of business on the record date for a Parent Meeting or the seeking of a Parent Consent but prior to such Parent Meeting or the effective date of such Parent Consent), or upon the retraction or redemption of Exchangeable Shares pursuant to Article 6 or Article 7 of the Exchangeable Share Provisions, respectively, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation or any other distribution of the assets of the Corporation among its shareholders for the purpose of winding up its affairs pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof by the Parent or Smithfield Sub Dutchco pursuant to the exercise by the Parent or Smithfield Sub Dutchco of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case the Corporation, the Parent or Smithfield Sub Dutchco shall not have delivered the requisite shares of Parent Common Stock Shares and cheque, if any, deliverable in exchange therefor thereof to the Transfer Agent or the Trustee for delivery to the Non-Affiliated HoldersBeneficiaries and such redemption, retraction or purchase occurs after the close of business on the record date for a Parent Meeting or the seeking of a Parent Consent but prior to such Parent Meeting or the effective date of such Parent Consent).. 9

Termination of Voting Rights. All of the rights of a Non-Affiliated Holder Beneficiary with respect to the Non-Affiliated Holder Beneficiary Votes exercisable in respect of the Exchangeable Shares held by such Non-Affiliated HolderBeneficiary, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Beneficiary Votes, shall be deemed to be surrendered by the Non-Affiliated Holder Beneficiary to the Parent and such Non-Affiliated Holder Beneficiary Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such Non-Affiliated Holder holder to the Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder Beneficiary of the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for shares of Parent Common StockShares, as specified in Article 5 hereofhereof (unless in either case (a) Dutchco shall not have delivered the requisite Parent Common Shares issuable in exchange therefor to the Trustee for delivery to the Beneficiaries or (b) such exchange of Exchangeable Shares for Parent Common Shares occurs after the close of business on the record date for a Parent Meeting or the seeking of a Parent Consent but prior to such Parent Meeting or the effective date of such Parent Consent), or upon the retraction or redemption of Exchangeable Shares pursuant to Article 6 or Article 7 of the Exchangeable Share Provisions, respectively, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation or any other distribution of the assets of the Corporation among its shareholders for the purpose of winding up its affairs pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof by the Parent or Smithfield Sub Dutchco pursuant to the exercise by the Parent or Smithfield Sub Dutchco of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case the Corporation, the Parent or Smithfield Sub Dutchco shall not have delivered the requisite shares of Parent Common Stock Shares and cheque, if any, deliverable in exchange therefor thereof to the Transfer Agent or the Trustee for delivery to the Non-Affiliated HoldersBeneficiaries and such redemption, retraction or purchase occurs after the close of business on the record date for a Parent Meeting or the seeking of a Parent Consent but prior to such Parent Meeting or the effective date of such Parent Consent).

Termination of Voting Rights. All Except as otherwise provided herein or in the Exchangeable Securities Provisions, all of the rights of a Non-Affiliated Holder Beneficiary with respect to the Non-Affiliated Holder Beneficiary Votes exercisable in respect of the Exchangeable Shares Securities held by such Non-Affiliated HolderBeneficiary, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Beneficiary Votes, shall be deemed to be surrendered by the Non-Affiliated Holder to the Parent Beneficiary and such Non-Affiliated Holder Beneficiary Votes and the Voting Rights represented thereby shall cease immediately upon and be terminated immediately, upon: (a) the delivery by such Non-Affiliated Holder Beneficiary to the Trustee of the certificates representing such Exchangeable Shares Securities in connection with the exercise by the Non-Affiliated Holder Beneficiary of the Exchange Right or (unless Enerplus shall not have delivered the Class B Unit Consideration deliverable in exchange therefor to the Trustee for delivery to the Beneficiary); (b) the occurrence of the automatic exchange of Exchangeable Shares Securities for shares of Parent Common StockEnerplus Units, as specified in Article 5 hereof, (unless Enerplus shall not have delivered the Class B Unit Consideration deliverable in exchange therefor to the Trustee for delivery to the Beneficiary); (c) the retraction or upon the redemption of Exchangeable Shares Securities pursuant to Article 6 or Article 7 of the Exchangeable Share Securities Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation or any other distribution of the assets of the Corporation among its shareholders for the purpose of winding up its affairs FLP pursuant to Article 5 of the Exchangeable Share Securities Provisions, or upon ; (d) the automatic redemption of Exchangeable Securities pursuant to Article 8 of the Exchangeable Securities Provisions; (e) the purchase of Exchangeable Shares Securities from the holder thereof by FLP; or (f) the Parent or Smithfield Sub purchase of Exchangeable Securities from the holder thereof pursuant to the exercise by the Parent or Smithfield Sub of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case pursuant to Article 10 of the Corporation, the Parent or Smithfield Sub shall not have delivered the requisite shares of Parent Common Stock and cheque, if any, deliverable in exchange therefor to the Transfer Agent or the Trustee for delivery to the Non-Affiliated Holders)Exchangeable Securities Provisions.

Termination of Voting Rights. All the The rights of a Non-Affiliated Holder with respect to the Non-Affiliated Holder Votes exercisable in respect of the Exchangeable Shares held by such Non-Affiliated Holder, including the right to instruct the Trustee as to the voting of or to vote personally such Non-Affiliated Holder Votes, shall be deemed to be surrendered by the Non-Affiliated Holder to TSA or TSA Holdco, as the Parent case may be, and such Non-Affiliated Holder Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such Non-Affiliated Holder to the Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Non-Affiliated Holder of the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for shares of Parent TSA Class A Common StockShares, as specified in Article 5 hereofhereof (unless, in either case, TSA or TSA Holdco shall not have delivered the requisite TSA Class A Common Shares issuable in exchange therefor and any applicable Dividend Amount and Fractional Share Amounts to the Trustee for delivery to the Holders), or upon the retraction or redemption of Exchangeable Shares pursuant to Article 6 or Article 7 of the Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of the Corporation or any other distribution of the assets of the Corporation among its shareholders for the purpose of winding up its affairs TSA Exchangeco pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof Holder by the Parent TSA Holdco, TSA Exchangeco or Smithfield Sub TSA pursuant to the exercise by the Parent or Smithfield Sub such person of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right (unless in any case the Corporation, the Parent or Smithfield Sub shall not have delivered the requisite shares of Parent Common Stock and cheque, if any, deliverable in exchange therefor to the Transfer Agent or the Trustee for delivery to the Non-Affiliated Holders)Right.