ANY PERIOD DETERMINED FOR
THE PURPOSES OF SUBSECTION 5.01(B) HEREOF;
(HH)
"SEC" MEANS THE UNITED STATES SECURITIES AND
EXCHANGE COMMISSION;
(II)
"SHAREHOLDER" MEANS A HOLDER OF RECORD OF
ONE OR MORE COMMON SHARES;
(JJ)
"SPECIAL DISTRIBUTION" MEANS ANY OF THE
EVENTS DESCRIBED IN SUBSECTION 5.01(C) HEREOF;
(KK)
"SUBSCRIPTION RECEIPTS" MEANS THE UP TO
16,700,000 SUBSCRIPTION RECEIPTS ISSUED IN ACCORDANCE WITH THE SUBSCRIPTION
RECEIPT INDENTURE DATED AS OF THE DATE HEREOF BETWEEN THE CORPORATION, THE AGENT
AND THE WARRANT AGENT;
(LL)
"SUBSIDIARY" MEANS A CORPORATION, OF WHICH
VOTING SECURITIES CARRYING A MAJORITY OF THE VOTES ATTACHED TO ALL OUTSTANDING
VOTING SECURITIES, DIRECTLY OR INDIRECTLY, ARE OWNED BY THE CORPORATION, BY THE
CORPORATION AND ONE OR MORE SUBSIDIARIES THEREOF, OR BY ONE OR MORE OF THE
SUBSIDIARIES OF THE CORPORATION, AND, AS USED IN THIS DEFINITION, "VOTING
SECURITIES" MEANS SECURITIES, OTHER THAN DEBT SECURITIES, CARRYING THE RIGHT TO
ELECT DIRECTORS EITHER UNDER ALL CIRCUMSTANCES OR UNDER SOME CIRCUMSTANCES THAT
HAVE OCCURRED AND ARE CONTINUING;
(MM)
"TIME OF EXPIRY" MEANS 5:00 P.M., DENVER TIME, ON THE
EXPIRY DATE;
(NN)
"TRADING DAY" WITH RESPECT TO A STOCK EXCHANGE
MEANS A DAY ON WHICH SUCH STOCK EXCHANGE IS OPEN FOR BUSINESS AND WITH RESPECT
TO THE OVER-THE-COUNTER MARKET MEANS A DAY ON WHICH SHARES MAY BE TRADED THROUGH
THE FACILITIES OF SUCH OVER-THE-COUNTER MARKET;
(OO)
"TRANSFER AGENT" MEANS THE TRANSFER AGENT FOR THE
TIME BEING OF THE COMMON SHARES;
(PP)
"UNITED STATES" MEANS THE UNITED STATES AS THAT
TERM IS DEFINED IN RULE 902(1) OF REGULATION S;
(QQ)
"U.S. PERSON" MEANS A U.S. PERSON AS THAT TERM IS
DEFINED IN RULE 902(1) OF REGULATION S;
(RR)
"U.S. PROSPECTUS" MEANS A PROSPECTUS MEETING
THE REQUIREMENTS OF SECTION 10(A) OF THE 1933 ACT WHICH WILL FORM PART OF THE
REGISTRATION STATEMENT;
5
(SS)
"U.S. PURCHASER" MEANS (I) A PERSON IN THE
UNITED STATES, (II) A U.S. PERSON OR PERSON PURCHASING ON BEHALF, OR FOR THE
BENEFIT OR ACCOUNT, OF ANY U.S. PERSON OR PERSON IN THE UNITED STATES, (III) A
PERSON WHO WAS IN THE UNITED STATES AT THE TIME THE ORDER WAS MADE TO EXERCISE
WARRANTS OR (IV) A PERSON WHO EXECUTED OR DELIVERED A WARRANT EXERCISE FORM
WHILE IN THE UNITED STATES;
(TT)
"WARRANT AGENT" MEANS EQUITY TRANSFER
SERVICES INC., OR THE SUCCESSOR THEREOF FOR THE TIME BEING OF THE DUTIES AND
OBLIGATIONS HEREBY CREATED;
(UU)
"WARRANT CERTIFICATES" MEANS THE CERTIFICATES
REPRESENTING THE WARRANTS SUBSTANTIALLY IN THE FORM ATTACHED AS SCHEDULE A
HERETO ISSUED AND COUNTERSIGNED HEREUNDER AND FOR THE TIME BEING OUTSTANDING;
(VV)
"WARRANTHOLDERS", OR "HOLDERS" WITHOUT REFERENCE
TO COMMON SHARES, MEANS THE PERSONS FOR THE TIME BEING WHO ARE REGISTERED
HOLDERS OF WARRANT CERTIFICATES;
(WW)
"WARRANTHOLDERS' REQUEST" MEANS AN INSTRUMENT SIGNED
IN ONE OR MORE COUNTERPARTS BY WARRANTHOLDERS ENTITLED TO PURCHASE IN THE
AGGREGATE NOT LESS THAN 25% OF THE AGGREGATE NUMBER OF COMMON SHARES WHICH COULD
BE PURCHASED PURSUANT TO ALL WARRANTS THEN UNEXERCISED AND OUTSTANDING,
REQUESTING THE WARRANT AGENT TO TAKE SOME ACTION OR PROCEEDING SPECIFIED
THEREIN;
(XX)
"WARRANTS" MEANS