AS THOUGH THE SELLER AND PURCHASER
WERE THE ORIGINAL PARTIES TO SUCH CONFIDENTIALITY AGREEMENT, AND THE TERMS AND
CONDITIONS OF THE CONFIDENTIALITY AGREEMENT ARE HEREBY INCORPORATED INTO THIS
AGREEMENT BY THIS EXPRESS REFERENCE THERETO.
(B)
NO PRESS RELEASES OR OTHER PUBLIC STATEMENTS CONCERNING THIS AGREEMENT OR
THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE MADE BY EITHER PARTY WITHOUT THE
PRIOR WRITTEN APPROVAL OF THE OTHER, EXCEPT AS REQUIRED BY APPLICABLE LAW.
32.
ACREAGE.
SELLER IS SELLING AND PURCHASER IS PURCHASING THE REAL PROPERTY
IN GROSS AND NOT PER ACRE.
THE PARTIES UNDERSTAND AND AGREE THAT THE EXACT
ACREAGE OF THE REAL PROPERTY IS NOT GUARANTEED BY SELLER.
33.
CURRENCY.
UNLESS OTHERWISE SPECIFICALLY REFERENCED HEREIN ALL DOLLAR
AMOUNTS LISTED, REFERENCED OR DESCRIBED IN THIS AGREEMENT SHALL REFER TO AND BE
INTERPRETED TO REPRESENT CANADIAN DOLLARS.
34.
RECORDING.
PURCHASER SHALL NOT RECORD THIS AGREEMENT OR ANY MEMORANDUM
HEREOF.
35.
GOVERNMENTAL APPROVALS.
IF FILINGS ARE REQUIRED UNDER THE COMPETITION ACT
OR THE INVESTMENT CANADA ACT, THE PARTIES WILL COOPERATE AND USE COMMERCIALLY
REASONABLE EFFORTS TO MAKE SUCH FILINGS IN A TIMELY MANNER, AND THE CLOSING DATE
SHALL BE POSTPONED UNTIL ALL APPLICABLE APPROVALS HAVE BEEN OBTAINED AND THERE
HAS BEEN COMPLIANCE WITH REQUISITE NOTICE PERIODS.
36.
PREVIOUS TITLE POLICIES AND SURVEYS.
TO THE EXTENT NOT PREVIOUSLY
PROVIDED AS PART OF PURCHASER'S DUE DILIGENCE, SELLER AGREES TO DELIVER TO
PURCHASER FOR PURCHASER'S RECEIPT AT CLOSING OR WITHIN A REASONABLE TIME
THEREAFTER (I) ALL PREVIOUS TITLE POLICIES IN SELLER'S POSSESSION WHICH INSURE
THE REAL PROPERTY OR PORTIONS THEREOF (II) ABSTRACTS OF TITLE, CERTIFICATE OF
TITLE AND TITLE NOTES, AND (III) ALL SURVEYS, GIS DATA AND MAPPING INFORMATION
IN SELLER'S POSSESSION SHOWING THE REAL PROPERTY OR PORTIONS THEREOF.
NOTWITHSTANDING THE FOREGOING, SELLER SHALL MAKE AVAILABLE TO PURCHASER (EITHER
AT SELLER'S OFFICES OR BY DELIVERING COPIES TO PURCHASER) AT ANY TIME PRIOR TO
CLOSING ANY OF THE ABOVE REFERENCED DOCUMENTS SPECIFICALLY REQUESTED BY
PURCHASER FOR REVIEW.
37.
TIME PERIODS.
IF THE TIME PERIOD BY WHICH ANY RIGHT, OPTION, OR ELECTION
PROVIDED UNDER THIS AGREEMENT MUST BE EXERCISED, OR BY WHICH ANY ACT REQUIRED
HEREUNDER MUST BE PERFORMED, EXPIRES OR FALLS ON A SATURDAY, SUNDAY OR U.S.
LEGAL OR BANK HOLIDAY, THEN SUCH TIME PERIOD SHALL AUTOMATICALLY BE EXTENDED
THROUGH THE CLOSE OF BUSINESS ON THE NEXT REGULARLY SCHEDULED BUSINESS DAY.
38.
FURTHER ASSURANCES.
THE PARTIES HERETO WILL DO SUCH ACTS AND THINGS AND
EXECUTE SUCH DOCUMENTS, BOTH BEFORE AND AFTER CLOSING, AS ARE REASONABLY
NECESSARY TO GIVE EFFECT TO THE INTENT OF THIS AGREEMENT.
39.
POST CLOSING OBLIGATIONS.
(A)
IN ORDER THAT PURCHASER, SELLER, AND THIS TRANSACTION
SHALL BE ABLE TO TIMELY COMPLY WITH THE LAND REGISTRATION ACT AND THE CONVERSION
AGREEMENT AFTER THE CLOSING DATE SELLER WILL CO-OPERATE WITH PURCHASER WITH
RESPECT TO PROVIDING INFORMATION, OR PROVIDING STATUTORY DECLARATIONS WHERE
APPLICABLE, REGARDING THE TITLE OF THE LAND OR PORTIONS THEREOF, INCLUDING,
WITHOUT LIMITATION, AND TO THE EXTENT PRACTICAL, MAKING AVAILABLE TO PURCHASER
SELLER'S EMPLOYEES WHO MAY HAVE KNOWLEDGE REGARDING THE REAL PROPERTY.
(B)
SELLER SHALL USE