Deed of amendment
NBS Capital Inc.
Electric Metals (USA) Limited ACN 635 062 850
Deed of amendment
Dated
Parties
EML | Electric Metals (USA) Limited ACN 635 062 850 |
of Tower 2, Darling Park Level 16, 201 Sussex Street, Sydney NSW 2000 | |
NBS | NBS Capital Inc. (Canadian Corporation Number 1065949-5) |
of 11-300 Earl Grey Drive Ottawa, ON K2T 1C1 |
Background
- The parties are each party to the Scheme Implementation Agreement.
- The parties have agreed to vary the Scheme Implementation Agreement in the manner set out in this document.
Agreed terms
1 Definitions
In this document, terms defined in the Scheme Implementation Agreement have the same meanings when used in this document, unless otherwise defined and:
Term | Definition |
Scheme Implementation | means the Scheme Implementation Agreement dated |
Agreement | 31 December 2020 between EML and NBS. |
2 Amendments
The parties agree that, in accordance with clause 18.1 of the Scheme Implementation Agreement, clause 1.1 of the Scheme Implementation Agreement is hereby varied so that the definition of "Reimbursement Fee" is deleted and replaced with the following:
Reimbursement Fee means the lower of:
- C$100,000; and
- 1% of the equity value of EML.
3 Scheme Implementation Agreement confirmed
In all other respects the parties confirm the Scheme Implementation Agreement.
4 General
-
Amendments
This document may only be amended by written agreement between the parties. - Assignment
A party may only assign this document or a right under this document with the written consent of each other party whose consent may not be unreasonably withheld. - Counterparts
This document may be signed in any number of counterparts. All counterparts together make one instrument. - No merger
The rights and obligations of the parties under this document do not merge on completion of any transaction contemplated by this document. - Further assurances
Each party must do all things necessary to give effect to this document and the transactions contemplated by it. - No waiver
- The failure of a party to require full or partial performance of a provision of this document does not affect the right of that party to require performance subsequently.
- A single or partial exercise of or waiver of the exercise of any right, power or remedy does not preclude any other or further exercise of that or any other right, power or remedy.
- A right under this document may only be waived in writing signed by the party granting the waiver, and is effective only to the extent specifically set out in that waiver.
- Governing law and jurisdiction
- New South Wales law governs this document.
- Each party irrevocably submits to the non-exclusive jurisdiction of the New South Wales courts and courts competent to hear appeals from those courts.
- Severability
A clause or part of a clause of this document that is illegal or unenforceable may be severed from this document and the remaining clauses or parts of the clause of this document continue in force.
| | Deed of amendment |
Execution
EXECUTED as a deed
Signed sealed and delivered | ||||
by | ||||
ELECTRIC METALS (USA) LIMITED | ||||
ACN 635 062 850 in accordance with Section 127 | ||||
of the Corporations Acton 12 / 02 | /2021 by: | |||
(signed) "Ian Pringle" | (signed) "Gary Lewis" | |||
| Director | | Director/Secretary | |
Ian James Pringle | Gary Leon Lewis | |||
Full name of Director | | Full name of Director/Secretary |
Signed sealed and delivered by
NBS CAPITAL INC. in accordance with its constituent documents and place of incorporation: on 12 / 02 /2021 by:
(signed) "Paul Barbeau" | (signed) "Michael Labiak" | ||
| Director | | Director |
Paul Barbeau | Michael Labiak | ||
| Full name of Director | | Full name of Director |
| | Deed of amendment |
Attachments
- Original Link
- Original Document
- Permalink
Disclaimer
Nevada Silver Corporation published this content on 05 January 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 January 2022 22:47:08 UTC.