Common use of CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS Clause in Contracts

CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS. The following is a summary of the principal Canadian federal income tax considerations generally applicable under the Income Tax Act (Canada) and the regulations thereunder (collectively, the “Tax Act”) related to the transactions contemplated in this notice (assuming that the Closing occurs) to a Debentureholder who, for purposes of the Tax Act and at all relevant times, (i) deals at arm’s length with and is not affiliated with the Company, (ii) beneficially owns their Convertible Debentures including all entitlements to payments thereunder, (iii) has not entered and will not enter into, in respect of their Convertible Debentures, a “synthetic disposition arrangement” or a “derivative forward agreement” (each as defined in the Tax Act), and (iv) holds the Convertible Debentures as capital property (a “Holder”). Generally, the Convertible Debentures will be capital property to a Holder provided that the Holder does not acquire or hold the Convertible Debentures in the course of carrying on a business or as part of an adventure or concern in the nature of trade. This summary is based on the current provisions of the Tax Act and an understanding of the current administrative policies and assessing practices of the Canada Revenue Agency (the “CRA”) published in writing prior to the date hereof. This summary takes into account all specific proposals to amend the Tax Act publicly announced by or on behalf of the Minister of Finance (Canada) prior to the date hereof (the “Tax Proposals”) and assumes that all Tax Proposals will be enacted in the form proposed. However, no assurances can be given that the Tax Proposals will be enacted as proposed, or at all. This summary does not otherwise take into account or anticipate any changes in law or administrative policy or assessing practice, whether by legislative, administrative or judicial action, nor does it take into account tax legislation or considerations of any province, territory or foreign jurisdiction, which may differ from those discussed herein. The discussion in this summary is limited to the principal Canadian federal income tax considerations arising to a Holder solely as a result of (i) the conversion of Convertible Debentures during the Make Whole Conversion Period prior to the Conversion Deadline (the “Pre-Closing Conversion”), (ii) the defeasance of the Convertible Debentures and (iii) the conversion of Convertible Debentures during the Make Whole Conversion Period after the Conversion Deadline (the “Post-Closing Conversion”). This summary does not describe the Canadian federal income tax considerations of the Arrangement to a Holder that acquires Common Shares pursuant to the conversion of their Convertible Debentures (including as a result of the Pre-Closing Conversion). For a discussion of the Canadian federal income tax consequences of the Arrangement to holders of Common Shares, Holders should review the Company’s management information circular and proxy statement dated March 2, 2021 in respect of the special meetings of the holders of the Common Shares of the Company and the Preferred Shares of Atlantic Power Preferred Equity Ltd. to approve the Arrangement, a copy of which is available on SEDAR under the Company’s profile at xxx.xxxxx.xxx. This summary is of a general nature only and is not, and is not intended to be, legal or tax advice to any particular Holder. This summary is not exhaustive of all Canadian federal income tax considerations. Accordingly, Holders should consult with their own tax advisors for advice regarding the tax consequences to them of the Pre-Closing Conversion, the Post-Closing Conversion, or the defeasance, having regard to their own particular circumstances. Generally, for purposes of the Tax Act, all amounts relating to the acquisition, holding or disposition of Convertible Debentures and Common Shares acquired on the exercise of Convertible Debentures must be determined in Canadian dollars. Any such amount that is expressed or denominated in a currency other than Canadian dollars must be converted into Canadian dollars using the relevant exchange rate determined in accordance with the Tax Act.

CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS. The following is is, as of the date of this Prospectus Supplement, a summary of the principal Canadian federal income tax considerations generally applicable under the Income theIncome Tax Act (Canada) (“Tax Act”) and the regulations thereunder (collectively, the “Tax ActRegulations”) related generally applicable to an investor who acquires as beneficial owner Common Shares pursuant to the transactions contemplated in this notice (assuming that the Closing occurs) to a Debentureholder Offering and who, for the purposes of the Tax Act and the Regulations and at all relevant times, (i) times deals at arm’s length with the Corporation and the Agent, is not affiliated with the CompanyCorporation or the Agent, (ii) beneficially owns their Convertible Debentures including all entitlements to payments thereunder, (iii) has is not entered and will not enter into, in respect exempt from tax under Part I of their Convertible Debentures, a “synthetic disposition arrangement” or a “derivative forward agreement” (each as defined in the Tax Act), and (iv) who acquires and holds the Convertible Debentures Common Shares, as capital property (a ““ Holder”). Generally, the Convertible Debentures Common Shares will be considered to be capital property to a Holder provided that the Holder does not acquire or hold the Convertible Debentures Common Shares in the course of carrying on a business or as part of an adventure or concern in the nature of trade. This summary is generally applicable to a Holder who, at all relevant times, for purposes of the Tax Act: (i) is not, and is not deemed to be, resident in Canada for the purposes of the Tax Act or any applicable income tax treaty or convention; and (ii) does not and will not use or hold, and is not and will not be deemed to hold, the Common Shares in connection with carrying on a business in Canada (a “Non-Resident Holder”). Special rules, which are not discussed in this summary, may apply to certain holders that are insurers carrying on an insurance business in Canada and elsewhere. Such Holders should consult their own tax advisors with respect to an investment in Common Shares. This summary is based on upon the current provisions of the Tax Act and an the Regulations in force as of the date hereof and counsel’s understanding of the current administrative policies and assessing practices of the Canada Revenue Agency (the ““ CRA”) published in writing by the CRA prior to the date hereof. This summary takes into account all specific proposals to amend the Tax Act and the Regulations publicly announced by or on behalf of the Minister of Finance (Canada) prior to the date hereof (the “Tax Proposals”) and assumes that all the Tax Proposals will be enacted in the form proposed. However, although no assurances assurance can be given that the Tax Proposals will be enacted as proposed, in their current form or at all. This Other than the Tax Proposals, this summary does not otherwise take into account or anticipate any changes in law or administrative policy or assessing practicelaw, whether by legislative, governmental, administrative or judicial decision or action, nor does it take into account tax legislation or considerations of consider any provinceprovincial, territory territorial or foreign jurisdictionincome tax considerations, which considerations may differ significantly from those discussed herein. The discussion in this summary is limited to the principal Canadian federal income tax considerations arising to a Holder solely as a result of (i) the conversion of Convertible Debentures during the Make Whole Conversion Period prior to the Conversion Deadline (the “Pre-Closing Conversion”), (ii) the defeasance of the Convertible Debentures and (iii) the conversion of Convertible Debentures during the Make Whole Conversion Period after the Conversion Deadline (the “Post-Closing Conversion”). This summary does not describe the Canadian federal income tax considerations discussed in this summary. This summary also does not take into account any change in the administrative policies or assessing practices of the Arrangement to a Holder that acquires Common Shares pursuant to the conversion of their Convertible Debentures (including as a result of the Pre-Closing Conversion). For a discussion of the Canadian federal income tax consequences of the Arrangement to holders of Common Shares, Holders should review the Company’s management information circular and proxy statement dated March 2, 2021 in respect of the special meetings of the holders of the Common Shares of the Company and the Preferred Shares of Atlantic Power Preferred Equity Ltd. to approve the Arrangement, a copy of which is available on SEDAR under the Company’s profile at xxx.xxxxx.xxxCRA. This summary is of a general nature only and only, is not, not exhaustive of all possible Canadian federal income tax considerations and is not intended to be, nor should it be construed to be, legal or tax advice to any particular Holder. This summary is not exhaustive of all Canadian federal income tax considerations. Accordingly, Holders should consult with their own tax advisors for advice regarding the tax consequences to them of the Pre-Closing Conversion, the Post-Closing Conversion, or the defeasance, having regard with respect to their own particular circumstances. Generally, for Currency For purposes of the Tax Act, all amounts relating to the acquisition, holding or disposition of Convertible Debentures and the Common Shares acquired on (including dividends, adjusted cost base and proceeds of disposition) must, to the exercise of Convertible Debentures must be determined extent such amounts are not in Canadian dollars. Any such amount that is expressed or denominated in a currency other than Canadian dollars must , be converted into Canadian dollars using the relevant based on an exchange rate determined in accordance with the Tax Act. Dividends Dividends paid or credited or deemed to be paid or credited on the Common Shares to a Non-Resident Holder by the Corporation are subject to Canadian withholding tax at the rate of 25% on the gross amount of the dividend, unless such rate is reduced by the terms of an applicable tax treaty. For example, under the Canada-United States Tax Convention (1980), as amended (the “Treaty”), the rate of withholding tax on dividends paid or credited to a Non-Resident Holder who is a beneficial owner of dividends and who is a resident of the United States for purposes of the Treaty and who is entitled to the benefits of the Treaty (a “US Holder”) is generally limited to 15% of the gross amount of the dividend. Non-Resident Holders are urged to consult their own tax advisors to determine their entitlement to relief under an applicable income tax treaty.

CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS. The following is a summary of describes the principal Canadian federal income tax considerations under the Tax Act of the Arrangement generally applicable under the Income Tax Act (Canada) and the regulations thereunder (collectively, the “Tax Act”) related to the transactions contemplated in this notice (assuming that the Closing occurs) to a Debentureholder beneficial owner of Romarco Shares who, at all relevant times, for purposes of the Tax Act and at all relevant times, Act: (i) deals at arm’s length with Romarco and OceanaGold; (ii) is not affiliated with the Company, (ii) beneficially owns their Convertible Debentures including all entitlements to payments thereunder, Romarco or OceanaGold; and (iii) has not entered holds its Romarco Shares, and will not enter intohold the OceanaGold Shares received upon the Arrangement, in respect of their Convertible Debentures, a “synthetic disposition arrangement” or a “derivative forward agreement” (each as defined in the Tax Act), and (iv) holds the Convertible Debentures as capital property (a “Holder”). Generally, the Convertible Debentures This summary only addresses Holders. Romarco Shares will generally be considered to be capital property to a Holder provided that unless such Romarco Shares are held by the Holder does not acquire or hold the Convertible Debentures in the course of carrying on a business of buying and selling securities or as part of were acquired in one or more transactions considered to be an adventure or concern in the nature of trade. This summary is not applicable to a Holder: (i) that is a “specified financial institution” for the purposes of the Tax Act; (ii) that is a “financial institution” for the purposes of the mark-to-market rules in the Tax Act; (iii) an interest in which is a “tax shelter investment” for the purposes of the Tax Act; (iv) who makes or has made a functional currency reporting election for the purposes of the Tax Act; (v) that is a foreign affiliate, as defined in the Tax Act, of a taxpayer resident in Canada; or (vi) that has entered into or will enter into a “derivative forward agreement”, as defined in the Tax Act, in respect of the Romarco Shares or OceanaGold Shares. In addition, this summary does not address the tax considerations to Romarco Optionholders. Such Romarco Shareholders and Romarco Optionholders should consult their own tax advisors. Additional considerations, not discussed herein, may be applicable to a Holder that is a corporation resident in Canada and is, or becomes, controlled by a non-resident corporation for the purposes of the “foreign affiliate dumping” rules in section 212.3 of the Tax Act. Such Holders should consult their own tax advisors. This summary is based on the current provisions of the Tax Act Act, and an on counsels’ understanding of the current administrative policies and assessing practices of the Canada Revenue Agency (the “CRA”) CRA published in writing prior to the date hereof. This summary takes into account all specific proposals to amend the Tax Act publicly announced by or on behalf of the Minister of Finance (Canada) prior to the date hereof (the “Tax ProposalsProposed Amendments”) and assumes that all Tax Proposals Proposed Amendments will be enacted in the form proposed. However, no assurances can be given that the Tax Proposals Proposed Amendments will be enacted as proposed, or at all. This summary does not otherwise take into account or anticipate any changes in law or administrative policy or assessing practice, practice whether by legislative, regulatory, administrative or judicial action, action nor does it take into account tax legislation or considerations of any province, territory or foreign jurisdiction, which may differ from those discussed herein. The discussion in this summary is limited to the principal Canadian federal income tax considerations arising to a Holder solely as a result of (i) the conversion of Convertible Debentures during the Make Whole Conversion Period prior to the Conversion Deadline (the “Pre-Closing Conversion”), (ii) the defeasance of the Convertible Debentures and (iii) the conversion of Convertible Debentures during the Make Whole Conversion Period after the Conversion Deadline (the “Post-Closing Conversion”). This summary does not describe the Canadian federal income tax considerations of the Arrangement to a Holder that acquires Common Shares pursuant to the conversion of their Convertible Debentures (including as a result of the Pre-Closing Conversion). For a discussion of the Canadian federal income tax consequences of the Arrangement to holders of Common Shares, Holders should review the Company’s management information circular and proxy statement dated March 2, 2021 in respect of the special meetings of the holders of the Common Shares of the Company and the Preferred Shares of Atlantic Power Preferred Equity Ltd. to approve the Arrangement, a copy of which is available on SEDAR under the Company’s profile at xxx.xxxxx.xxx. This summary is of a general nature only and is not, and is not intended to be, legal or tax advice to any particular HolderRomarco Shareholder. This summary is not exhaustive of all Canadian federal income Income tax considerations. Accordingly, Holders Romarco Shareholders should consult with their own tax advisors for advice regarding the tax consequences to them of the Pre-Closing Conversion, the Post-Closing Conversion, or the defeasance, having regard to their own particular circumstances. GenerallyHolders Resident in Canada This portion of the summary is generally applicable to a Holder who, at all relevant times, for purposes of the application of the Tax Act: (i) is, or is deemed to be, resident in Canada; and (ii) is not exempt from tax under Part I of the Tax Act (a “Resident Holder”). Certain Resident Holders whose Romarco Shares or OceanaGold Shares might not otherwise qualify as capital property may be entitled to have such shares, and all amounts relating other “Canadian securities” (as defined in the Tax Act) owned by them in the taxation year and any subsequent taxation year, deemed to the acquisition, holding or disposition of Convertible Debentures and Common Shares acquired on the exercise of Convertible Debentures must be determined in Canadian dollars. Any such amount that is expressed or denominated in a currency other than Canadian dollars must be converted into Canadian dollars using the relevant exchange rate determined capital property by making an irrevocable election in accordance with subsection 39(4) of the Tax Act. Resident Holders considering making such an election should consult their own tax advisors for advice as to whether the election is available or advisable in their own particular circumstances.

CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS. The In the opinion of Torys LLP, counsel to BFI, and Goodmans LLP, Canadian counsel to the underwriters, the following is a general summary of the principal Canadian federal income tax considerations generally applicable under the Income Tax Act (Canada) and the regulations thereunder (collectively, the “Tax Act”) related to the transactions contemplated in this notice (assuming that the Closing occurs) to a Debentureholder beneficial owner of notes (including entitlement to all payments thereunder) acquired hereunder who, for purposes of the Tax Act and at all relevant times, (i) for the purposes of the Tax Act, deals at arm’s length with and is not affiliated with BFI and the CompanyCompany (a “Note Holder”). This summary is not applicable to a Note Holder (i) that is a “financial institution” (as defined in the Tax Act for purposes of the xxxx-to-market rules), (ii) beneficially owns their Convertible Debentures including all entitlements to payments thereunder, (iii) has not entered and will not enter into, an interest in respect of their Convertible Debentures, which is a “synthetic disposition arrangement” or a “derivative forward agreementtax shelter investment” (each as defined in the Tax Act), and (iii) that has elected to report its “Canadian tax results” in a functional currency in accordance with the provisions of the Tax Act or (iv) holds the Convertible Debentures as capital property (that enters into or will enter into a “Holder”)derivative forward agreement” (as defined in the Tax Act) in respect of the notes. Generally, the Convertible Debentures will be capital property Such Note Holders should consult their own tax advisors having regard to a Holder provided that the Holder their particular circumstances. This summary does not acquire or hold address the Convertible Debentures split income rules in Section 120.4 of the course of carrying on a business or as part of an adventure or concern Tax Act. Note Holders should consult their own tax advisors in the nature of tradethat regard. This summary is based on the current provisions of the Tax Act and an understanding of the current administrative policies and assessing practices of the Canada Revenue Agency regulations thereunder (the “CRARegulations”) published in writing prior to force at the date hereof. This summary takes into account of this prospectus supplement, all specific proposals to amend the Tax Act and the Regulations publicly announced by or on behalf of the Minister of Finance (Canada) prior to the date hereof and counsel’s understanding of the current administrative policies or assessment practices published in writing by the Canada Revenue Agency (the “Tax ProposalsCRA”) and assumes prior to the date hereof. There can be no assurance that all Tax Proposals the proposed amendments will be enacted implemented in the their current form proposed. However, no assurances can be given that the Tax Proposals will be enacted as proposed, or at all. This summary does not otherwise take into account or anticipate any changes in of law or administrative policy or assessing practice, whether by legislativejudicial, governmental or legislative decision or action or changes in the administrative policies or judicial actionassessment practices of the CRA, nor does it take into account tax legislation or considerations of any province, territory or foreign jurisdiction, which may differ significantly from those discussed herein. The discussion in this This summary is limited assumes that no Affiliate of BFI or the Company will be added as a Co-Obligor under the notes. Note Holders should consult with their own tax advisors with respect to the principal Canadian federal income tax considerations arising consequences to a Holder solely as a result of (i) the conversion of Convertible Debentures during the Make Whole Conversion Period prior to the Conversion Deadline (the “Pre-Closing Conversion”), (ii) the defeasance them of the Convertible Debentures and (iii) the conversion addition of Convertible Debentures during the Make Whole Conversion Period after the Conversion Deadline (the “Posta Co-Closing Conversion”). This summary does not describe the Canadian federal income tax considerations of the Arrangement to a Holder that acquires Common Shares pursuant to the conversion of their Convertible Debentures (including as a result of the Pre-Closing Conversion). For a discussion of the Canadian federal income tax consequences of the Arrangement to holders of Common Shares, Holders should review the Company’s management information circular and proxy statement dated March 2, 2021 in respect of the special meetings of the holders of the Common Shares of the Company and the Preferred Shares of Atlantic Power Preferred Equity Ltd. to approve the Arrangement, a copy of which is available on SEDAR Obligor under the Company’s profile at xxx.xxxxx.xxxnotes. This summary is of a general nature only and is not, and is not intended to be, nor should it be construed to be, legal or tax advice to any particular HolderNote Holder and no representations with respect to the income tax consequences to any particular Note Holder are made. This summary is not exhaustive of all Canadian federal income tax considerations. Accordingly, Holders prospective investors in notes should consult with their own tax advisors for advice regarding the tax consequences to them of the Pre-Closing Conversion, the Post-Closing Conversion, or the defeasance, having regard with respect to their own particular circumstances. Generally, for For purposes of the Tax Act, all amounts relating to the acquisitionamounts, holding or disposition including interest, adjusted cost base and proceeds of Convertible Debentures and Common Shares acquired on the exercise of Convertible Debentures disposition, must be determined expressed in Canadian dollars. Any such amount that is expressed or For purposes of the Tax Act, amounts denominated in a currency other than Canadian U.S. dollars generally must be converted into Canadian dollars using the relevant appropriate exchange rate determined in accordance with the detailed rules in the Tax ActAct in that regard.

CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS. The following In the opinion of Xxxxxx Blaikie LLP, Canadian counsel to us and Blake, Xxxxxxx & Xxxxxxx LLP, Canadian counsel to the placement agents, (collectively, “Counsel”) the following, as of the date hereof, is a summary of the principal Canadian federal income tax considerations generally applicable under to the acquisition, holding and disposition of unit shares and warrants by a holder who acquires units pursuant to the Offering and who, for purposes of the Income Tax Act (Canada) and the regulations thereunder (collectively, the “Tax Act”) related to the transactions contemplated in this notice (assuming that the Closing occurs) to a Debentureholder who, for purposes of the Tax Act and at all relevant times, (i) times deals at arm’s length with and is not affiliated with YM or the Company, placement agents and holds common shares of YM (ii“Common Shares”) beneficially owns their Convertible Debentures including all entitlements to payments thereunder, (iii) has not entered and will not enter into, in respect of their Convertible Debentures, a “synthetic disposition arrangement” or a “derivative forward agreement” (each as defined in the Tax Act), and (iv) holds the Convertible Debentures warrants as capital property (a “Holder”)property. GenerallyThe Common Shares or warrants, as the Convertible Debentures case may be, will be generally constitute capital property to a Holder provided that holder thereof unless the Holder does not acquire holder holds the Common Shares or hold warrants, as the Convertible Debentures case may be, in the course of carrying on a business or as part of acquires the Common Shares or warrants in a transaction or transactions considered to be an adventure or concern in the nature of trade. Certain holders resident in Canada for purposes of the Tax Act who might not otherwise be considered to hold their Common Shares as capital property may, in certain circumstances, be entitled to make an irrevocable election under subsection 39(4) of the Tax Act to have such Common Shares and every other “Canadian security” (as defined in the Tax Act) owned by such holder in the taxation year of the election and in all subsequent taxation years deemed to be capital property. The election under subsection 39(4) of the Tax Act does not apply to deem the warrants to be capital property. Holders contemplating such election should consult their own tax advisers for advice as to whether an election under subsection 39(4) is available and/or advisable in their particular circumstances. This summary is not applicable to a holder: (i) that is a “financial institution” (as defined in the Tax Act for purposes of the xxxx-to-market rules); (ii) that is a “specified financial institution” (as defined in the Tax Act); (iii) an interest in which would be a “tax shelter investment” (as defined in the Tax Act); (iv) that reports its Canadian tax results in a currency other than Canadian currency; or (v) who holds or subsequently acquires Common Shares acquired on the exercise of a stock option or other agreement to issue or sell Common Shares to an employee of YM or of a corporation or mutual fund trust (as defined in the Tax Act) that does not deal with YM at arm’s length. This summary is based on upon the facts set out in the Base Prospectus and this Term Sheet, the current provisions of the Tax Act and an understanding of the current administrative policies and assessing practices of the Canada Revenue Agency regulations thereunder (the “CRARegulations”) published in writing prior to the date hereof. This summary takes into account ), all specific proposals to amend the Tax Act and the Regulations publicly announced by or on behalf of the Minister of Finance (Canada) prior to the date hereof (the “Tax ProposalsProposed Amendments”) and assumes that all Tax Proposals will be enacted in Counsel’s understanding of the form proposedcurrent administrative policies and assessing practices of the Canada Revenue Agency (the “CRA”) which have been made publicly available prior to the date hereof. HoweverExcept for the Proposed Amendments, no assurances can be given that the Tax Proposals will be enacted as proposed, or at all. This this summary does not otherwise take into account or anticipate any changes in law or administrative policy or assessing practice, whether by legislative, administrative or judicial action, nor does it take into account provincial or territorial tax legislation laws of Canada or considerations the tax laws of any province, territory or foreign jurisdiction. No assurance can be given that the Proposed Amendments will be enacted as proposed (or at all) or that legislative, which may differ from those discussed judicial or administrative changes will not alter the statements made herein. The discussion in this summary is limited to the principal Canadian federal income tax considerations arising to a Holder solely as a result of (i) the conversion of Convertible Debentures during the Make Whole Conversion Period prior to the Conversion Deadline (the “Pre-Closing Conversion”), (ii) the defeasance of the Convertible Debentures and (iii) the conversion of Convertible Debentures during the Make Whole Conversion Period after the Conversion Deadline (the “Post-Closing Conversion”). This summary does not describe the Canadian federal income tax considerations of the Arrangement to a Holder that acquires Common Shares pursuant to the conversion of their Convertible Debentures (including as a result of the Pre-Closing Conversion). For a discussion of the Canadian federal income tax consequences of the Arrangement to holders of Common Shares, Holders should review the Company’s management information circular and proxy statement dated March 2, 2021 in respect of the special meetings of the holders of the Common Shares of the Company and the Preferred Shares of Atlantic Power Preferred Equity Ltd. to approve the Arrangement, a copy of which is available on SEDAR under the Company’s profile at xxx.xxxxx.xxx. This summary is of a general nature only and is not, and is not intended to be, nor should it be construed to be, legal or tax advice to any particular Holderholder. This summary is not exhaustive of all possible Canadian federal income tax considerationsconsiderations applicable to an investment in the Common Shares and warrants comprising the units. Accordingly, Holders should consult with their own tax advisors for advice regarding the The income and other tax consequences of acquiring, holding and disposing of Common Shares and warrants will vary according to them the status of the Pre-Closing Conversionholder, the Post-Closing Conversionjurisdiction in which the holder resides or carries on business and, or generally, the defeasance, having regard to their holder’s own particular circumstances. GenerallyAccordingly, for purposes each prospective holder of units should obtain independent advice regarding the Tax Act, all amounts relating income tax consequences of investing in the Common Shares and warrants with reference to the acquisition, holding or disposition of Convertible Debentures and Common Shares acquired on the exercise of Convertible Debentures must be determined in Canadian dollars. Any such amount that is expressed or denominated in a currency other than Canadian dollars must be converted into Canadian dollars using the relevant exchange rate determined in accordance with the Tax Actholder’s own particular circumstances.