Common use of Closing of the Over Allotment Option Clause in Contracts

Closing of the Over Allotment Option. The Underwriters' obligation to purchase any Additional Securities on the Option Closing Date (in the event that the Over-Allotment Option to purchase the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company; (b) the Underwriters shall have received a letter dated as of the Option Closing Date, in form and substance satisfactory to the Underwriters, addressed to the Underwriters and the directors of the Company from the Company's Auditors confirming the continued accuracy of the comfort letter to be delivered to the Underwriters pursuant to Section 4(a)(iv) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the Underwriters, acting reasonably; (c) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request; (d) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing of the Company, the due authorization and issuance of the Additional Securities and the Broker Warrants issuable on the Option Closing Date and other matters related to the issuance of the Additional Securities.

Closing of the Over Allotment Option. (a) The Underwriters' obligation issuance and sale of the Over-Allotment Securities, if required, shall be completed at such time and place as the Agent and the Corporation may agree, but in no event shall such closing occur later than five Business Days after written notice to purchase any Additional Securities on the Option Closing Date (in the event that exercise the Over-Allotment Option to purchase is given in the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company;manner contemplated herein. (b) At the Underwriters shall have received a letter dated as closing of the Option Closing DateOver-Allotment Option, in form and substance satisfactory subject to the Underwritersterms and conditions contained in this Agreement: (i) the Corporation will deposit, addressed for the respective accounts of the Agent, the Over- Allotment Securities electronically with CDS through its non-certificated inventory system, registered as directed by the Agent in writing not less than 24 hours prior to the Underwriters and the directors closing of the Company from Over-Allotment Option; and (ii) the Company's Auditors confirming Agent will cause to be sent to the continued accuracy Corporation, a wire transfer representing the aggregate Offering Price payable by the Agent for the Over-Allotment Shares less the aggregate of the comfort letter to be delivered to Agent’s Commission and all of the Underwriters Agent’s estimated fees and expenses payable pursuant to Section 4(a)(iv) 16 in connection with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to sale of the Option Closing Date, which changes shall be acceptable to the Underwriters, acting reasonably;Over-Allotment Securities. (c) The applicable terms, conditions and provisions of this Agreement (including the Underwriters provisions of Section 9 relating to closing deliveries) shall have received a certificate dated as apply mutatis mutandis to the Closing of the Option Closing Date, addressed issuance of any Over-Allotment Securities pursuant to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer any exercise of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request;Over-Allotment Option. (d) In the Underwriters event that the Corporation shall have received a certificate dated as subdivide, consolidate, reclassify or otherwise change its Common Shares during the period in which the Over-Allotment Option is exercisable, appropriate adjustments will be made to the Offering Price and to the number of Over-Allotment Securities issuable on exercise thereof such that the Agent is entitled to arrange for the sale of the same number and type of securities that the Agent would have otherwise arranged for had they exercised such Over-Allotment Option Closing Date, addressed immediately prior to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing of the Company, the due authorization and issuance of the Additional Securities and the Broker Warrants issuable on the Option Closing Date and other matters related to the issuance of the Additional Securities.subdivision,

Closing of the Over Allotment Option. (a) The Underwriters' obligation purchase and sale of the Over-Allotment Units, if required, shall be completed at such time and place as the Underwriter and the Corporation may agree, but in no event shall such closing occur later than five Business Days after written notice to purchase any Additional Securities on the Option Closing Date (in the event that Over-Allotment Units under the Over-Allotment Option to purchase is given in the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company;manner contemplated herein. (b) At the Underwriters shall have received a letter dated as closing of the Option Closing DateOver-Allotment Option, in form and substance satisfactory subject to the Underwritersterms and conditions contained in this Agreement: (i) the Corporation will deposit, addressed for the account of the Underwriter, the Common Shares and Warrants comprising the Over-Allotment Units electronically with CDS through its non-certificated inventory system, against payment by the Underwriter to the Underwriters and Corporation, at the directors direction of the Company from the Company's Auditors confirming the continued accuracy Corporation, of the comfort letter to be delivered aggregate purchase price for the Over-allotment Units less an amount equal to the Underwriters Underwriting Fee and a reasonable estimate of the out-of-pocket fees and expenses of the Underwriter payable pursuant to Section 4(a)(iv) 16, by wire transfer, or if permitted by applicable Law, certified cheque or bank draft, in Canadian currency payable at par in Vancouver, British Columbia, together with a receipt signed by the Underwriter for such changes as may be necessary to bring electronic deposit and for receipt of the information in Underwriting Fee and such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the Underwriters, acting reasonably;estimated expenses. (c) The applicable terms, conditions and provisions of this Agreement (including the Underwriters provisions of Section 5 relating to closing deliveries) shall have received a certificate dated as apply mutatis mutandis to the Closing of the Option Closing Date, addressed issuance of any Common Shares and/or Warrants pursuant to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer any exercise of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request;Over-Allotment Option. (d) In the Underwriters event that the Corporation shall have received a certificate dated as of subdivide, consolidate, reclassify or otherwise change its Common Shares during the period in which the Over-Allotment Option Closing Dateis exercisable, addressed appropriate adjustments will be made to the Underwriters Offering Price and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing number of the Company, the due authorization Common Shares and issuance of the Additional Securities and the Broker Warrants issuable on exercise thereof such that the Option Closing Date and other matters related Underwriter is entitled to arrange for the issuance sale of the Additional Securitiessame number and type of securities that the Underwriter would have otherwise arranged for had they exercised such Over-Allotment Option immediately prior to such subdivision, consolidation, reclassification or change.

Closing of the Over Allotment Option. (a) The Underwriters' obligation purchase and sale of the Over-Allotment Units, if required, shall be completed at such time and place as the Underwriters and the Corporation may agree, but in no event shall such closing occur later than five Business Days after written notice to purchase any Additional Securities on the Option Closing Date (in the event that Over-Allotment Units under the Over-Allotment Option to purchase is given in the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company;manner contemplated herein. (b) At the Underwriters shall have received a letter dated as closing of the Option Closing DateOver-Allotment Option, subject to the terms and conditions contained in form and substance satisfactory to this Agreement: (i) the Corporation will deposit, for the respective accounts of the Underwriters, addressed the Common Shares and Warrants comprising the Over-Allotment Units electronically with CDS through its non-certificated inventory system, against payment by the Underwriters to the Underwriters and Corporation, at the directors direction of the Company from the Company's Auditors confirming the continued accuracy Corporation, of the comfort letter to be delivered aggregate purchase price for the Over-Allotment Units less an amount equal to the Underwriting Fee and a reasonable estimate of the out-of-pocket fees and expenses of the Underwriters payable pursuant to Section 4(a)(iv16, by wire transfer, or if permitted by applicable Law, certified cheque or bank draft, in Canadian currency payable at par in Vancouver, British Columbia, together with a receipt signed by Eight (on behalf of the Underwriters) with for such changes as may be necessary electronic deposit and for receipt of the Underwriting Fee and such estimated expenses. Notwithstanding the foregoing, Common Shares and Warrants comprising the Over-Allotment Units sold pursuant to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes Rule 506(b) shall be acceptable delivered in the same manner as set forth in Section 10 hereof for Units sold pursuant to the Underwriters, acting reasonably;Section Rule 506(b). (c) The applicable terms, conditions and provisions of this Agreement (including the Underwriters provisions of Section 5 relating to closing deliveries) shall have received a certificate dated as apply mutatis mutandis to the Closing of the Option Closing Date, addressed issuance of any Common Shares and/or Warrants pursuant to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer any exercise of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request;Over-Allotment Option. (d) In the Underwriters event that the Corporation shall have received a certificate dated as of subdivide, consolidate, reclassify or otherwise change its Common Shares during the period in which the Over-Allotment Option Closing Dateis exercisable, addressed appropriate adjustments will be made to the Underwriters Offering Price and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing number of the Company, the due authorization Common Shares and issuance of the Additional Securities and the Broker Warrants issuable on exercise thereof such that the Option Closing Date and other matters related Underwriters are entitled to arrange for the issuance sale of the Additional Securitiessame number and type of securities that the Underwriters would have otherwise arranged for had they exercised such Over-Allotment Option immediately prior to such subdivision, consolidation, reclassification or change.

Closing of the Over Allotment Option. (a) The Underwriters' obligation Corporation hereby grants to purchase any Additional Securities on the Option Closing Date (in Agents, for the event that purposes of covering the Agents’ over- allocation position, if any, and for market stabilization purposes, the Over-Allotment Option to purchase offer for sale as agents the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this AgreementOver-Allotment Shares. The Company agrees Over-Allotment Option is exercisable in whole or in part and from time to fulfil time on or cause to be fulfilled the following conditions: before 5:00 p.m. (aEST) for a period of 30 days from (but not including) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company;. (b) the Underwriters shall have received a letter dated as The Lead Agent, on behalf of the Agents, may exercise the Over-Allotment Option in whole or in part during the currency thereof by delivering written notice to the Corporation, which notice shall set forth (i) the aggregate number of Over-Allotment Shares to be issued and sold; and (ii) the Over-Allotment Closing Date for the Over-Allotment Shares, provided that such Over- Allotment Closing Date shall not be a date that is less than three Business Days or more than five Business Days after the date of such notice, and in any event shall not be later than the 30th day following the Closing Date, in form and substance satisfactory to the Underwriters, addressed to the Underwriters and the directors of the Company from the Company's Auditors confirming the continued accuracy of the comfort letter to be delivered to the Underwriters pursuant to Section 4(a)(iv) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the Underwriters, acting reasonably;. (c) the Underwriters shall have received a certificate dated as The offer and sale of the Option Closing Date, addressed to the Underwriters Over-Allotment Shares shall be completed at such time and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company place as the Underwriters Agents and the Corporation may agree, and in accordance with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request;Section 9 hereof. (d) The applicable terms, conditions and provisions of this Agreement (including the Underwriters provisions of Section 11 hereof relating to conditions of closing, other than those provisions of Section 11 hereof that relate to the delivery of legal opinions) shall have received a certificate dated as apply mutatis mutandis to the Closing of the Option Closing Date, addressed issuance of any Over-Allotment Shares pursuant to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer any exercise of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); andOver-Allotment Option. (e) In the Underwriters event that the Corporation shall have received such other certificatessubdivide, agreementsconsolidate, materials reclassify or documents as they may reasonably request with respect otherwise change its Common Shares during the period in which the Over-Allotment Option is exercisable, appropriate adjustments will be made to the good standing Offering Price and to the number of Over-Allotment Shares issuable on exercise thereof such that the Agents are entitled to arrange for the sale of the Companysame number and type of securities that the Agents would have otherwise arranged for had they exercised such Over-Allotment Option immediately prior to such subdivision, the due authorization and issuance of the Additional Securities and the Broker Warrants issuable on the Option Closing Date and consolidation, reclassification or other matters related to the issuance of the Additional Securitieschange.

Closing of the Over Allotment Option. (a) The Underwriters' obligation purchase and sale of the Over-Allotment Units, if required, shall be completed at such time and place as the Underwriters and the Corporation may agree, but in no event shall such closing occur later than five Business Days after written notice to purchase any Additional Securities on the Option Closing Date (in the event that Over-Allotment Units under the Over-Allotment Option to purchase is given in the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company;manner contemplated herein. (b) At the Underwriters shall have received a letter dated as closing of the Option Closing DateOver-Allotment Option, subject to the terms and conditions contained in form and substance satisfactory to this Agreement: (i) the Corporation will deposit, for the respective accounts of the Underwriters, addressed the Common Shares and Warrants comprising the Over-Allotment Units electronically with CDS through its non-certificated inventory system, against payment by the Underwriters to the Underwriters and Corporation, at the directors direction of the Company from the Company's Auditors confirming the continued accuracy Corporation, of the comfort letter to be delivered aggregate purchase price for the Over- Allotment Units less an amount equal to the Underwriting Fee and a reasonable estimate of the out-of-pocket fees and expenses of the Underwriters payable pursuant to Section 4(a)(iv16, by wire transfer, or if permitted by applicable Law, certified cheque or bank draft, in Canadian currency payable at par in Vancouver, British Columbia, together with a receipt signed by Eight (on behalf of the Underwriters) with for such changes as may be necessary electronic deposit and for receipt of the Underwriting Fee and such estimated expenses. Notwithstanding the foregoing, Common Shares and Warrants comprising the Over-Allotment Units sold pursuant to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes Rule 506(b) shall be acceptable delivered in the same manner as set forth in Section 10 hereof for Units sold pursuant to the Underwriters, acting reasonably;Section Rule 506(b). (c) The applicable terms, conditions and provisions of this Agreement (including the Underwriters provisions of Section 5 relating to closing deliveries) shall have received a certificate dated as apply mutatis mutandis to the Closing of the Option Closing Date, addressed issuance of any Common Shares and/or Warrants pursuant to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer any exercise of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request;Over-Allotment Option. (d) In the Underwriters event that the Corporation shall have received a certificate dated as of subdivide, consolidate, reclassify or otherwise change its Common Shares during the period in which the Over-Allotment Option Closing Dateis exercisable, addressed appropriate adjustments will be made to the Underwriters Offering Price and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing number of the Company, the due authorization Common Shares and issuance of the Additional Securities and the Broker Warrants issuable on exercise thereof such that the Option Closing Date and other matters related Underwriters are entitled to arrange for the issuance sale of the Additional Securitiessame number and type of securities that the Underwriters would have otherwise arranged for had they exercised such Over-Allotment Option immediately prior to such subdivision, consolidation, reclassification or change.

Closing of the Over Allotment Option. The Underwriters' Agents’ several, and not joint, nor joint and several, obligation to purchase complete the closing of the sale of any Additional Securities Over-Allotment Shares on the Option Closing Date (in the event that the Over-Allotment Option to purchase the Additional Securities is exercised by the UnderwritersAgents) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters Agents shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the UnderwritersAgents, addressed to the Underwriters Agents from Forooghian + Company Law CorporationXxXxxxxx LLP, counsel to the Company; (b) the Underwriters Agents shall have received a letter dated as of the Option Closing Date, in form and substance satisfactory to the UnderwritersAgents, addressed to the Underwriters Agents and the directors of the Company from the Company's ’s Auditors confirming the continued accuracy of the comfort letter to be delivered to the Underwriters Agents pursuant to Section 4(a)(iii) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the Agents, acting reasonably; (c) the Agents shall have received a letter dated as of the Option Closing Date, in form and substance satisfactory to the Agents, addressed to the Agents and the directors of the Company from the Company’s Former Auditors confirming the continued accuracy of the comfort letter to be delivered to the Agents pursuant to Section 4(a)(iv) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the UnderwritersAgents, acting reasonably; (cd) the Underwriters Agents shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters Agents and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters Agents may agree, with respect to the notice of articles and articles constating documents of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters Agents may reasonably request; (de) the Underwriters Agents shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters Agents and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters Agents may agree, substantially in the form set out in Section 9(a); and (ef) the Underwriters Agents shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing of the Company, the due authorization and issuance of the Additional Securities Over-Allotment Shares and the Broker Warrants issuable on the Option Closing Date and other matters related to the issuance of the Additional SecuritiesOver-Allotment Shares.

Closing of the Over Allotment Option. (a) The Underwriters' obligation purchase and sale of the Over-Allotment Units, if required, shall be completed at such time and place as the Underwriters and the Corporation may agree, but in no event shall such closing occur later than five Business Days after written notice to purchase any Additional Securities on the Option Closing Date (in the event that Over-Allotment Units under the Over-Allotment Option to purchase is given in the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company;manner contemplated herein. (b) At the Underwriters shall have received a letter dated as closing of the Option Closing DateOver-Allotment Option, subject to the terms and conditions contained in form and substance satisfactory to this Agreement: (i) the Corporation will deposit, for the respective accounts of the Underwriters, addressed the Common Shares and Warrants comprising the Over-Allotment Units electronically with CDS through its non-certificated inventory system, against payment by the Underwriters to the Underwriters and Corporation, at the directors direction of the Company from the Company's Auditors confirming the continued accuracy Corporation, of the comfort letter to be delivered aggregate purchase price for the Over- Allotment Units less an amount equal to the Underwriting Fee and a reasonable estimate of the out-of-pocket fees and expenses of the Underwriters payable pursuant to Section 4(a)(iv17, by wire transfer, or if permitted by applicable Law, certified cheque or bank draft, in Canadian currency payable at par in Vancouver, British Columbia, together with a receipt signed by Canaccord (on behalf of the Underwriters) with for such changes as may be necessary electronic deposit and for receipt of the Underwriting Fee and such estimated expenses. Notwithstanding the foregoing, Common Shares and Warrants comprising the Over-Allotment Units sold pursuant to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes Section 4(a)(2) shall be acceptable delivered in the same manner as set forth in Section 11 hereof for Units sold pursuant to the Underwriters, acting reasonably;Section 4(a)(2). (c) The applicable terms, conditions and provisions of this Agreement (including the Underwriters provisions of Section 5 relating to closing deliveries) shall have received a certificate dated as apply mutatis mutandis to the Closing of the Option Closing Date, addressed issuance of any Common Shares and/or Warrants pursuant to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer any exercise of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request;Over-Allotment Option. (d) In the Underwriters event that the Corporation shall have received a certificate dated as of subdivide, consolidate, reclassify or otherwise change its Common Shares during the period in which the Over-Allotment Option Closing Dateis exercisable, addressed appropriate adjustments will be made to the Underwriters Offering Price and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing number of the Company, the due authorization Common Shares and issuance of the Additional Securities and the Broker Warrants issuable on exercise thereof such that the Option Closing Date and other matters related Underwriters are entitled to arrange for the issuance sale of the Additional Securitiessame number and type of securities that the Underwriters would have otherwise arranged for had they exercised such Over-Allotment Option immediately prior to such subdivision, consolidation, reclassification or change.

Closing of the Over Allotment Option. The Underwriters' Underwriter’s obligation to purchase any Additional Securities Shares on the Option Closing Date (in the event that the Over-Allotment Option to purchase the Additional Securities Shares is exercised by the UnderwritersUnderwriter) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law CorporationXxXxxxxx LLP, counsel to the Company; (b) the Underwriters shall have received a letter dated as of the Option Closing Date, in form and substance satisfactory to the Underwriters, addressed to the Underwriters and the directors of the Company from the Company's ’s Auditors confirming the continued accuracy of the comfort letter to be delivered to the Underwriters pursuant to Section 4(a)(iv) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the Underwriters, acting reasonably; (c) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request; (d) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and the Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a10(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing of the Company, the due authorization and issuance of the Additional Securities Shares and the Broker Warrants issuable on the Option Closing Date and other matters related to the issuance of the Additional SecuritiesShares.

Closing of the Over Allotment Option. The Underwriters' obligation to purchase any Additional Securities Over-Allotment Shares on the Option Closing Date (in the event that the Over-Allotment Option to purchase the Additional Securities Over-Allotment Shares is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company; (b) the Underwriters shall have received a letter dated as of the Option Closing Date, in form and substance satisfactory to the Underwriters, addressed to the Underwriters and the directors of the Company from the Company's Auditors confirming the continued accuracy of the comfort letter to be delivered to the Underwriters pursuant to Section 4(a)(iv) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the Underwriters, acting reasonably; (c) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request; (d) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing of the Company, the due authorization and issuance of the Additional Securities Over-Allotment Shares and the Broker Compensation Warrants issuable on the Option Closing Date and other matters related to the issuance of the Additional SecuritiesOver-Allotment Shares.

Closing of the Over Allotment Option. The Underwriters' Underwriter's obligation to purchase any Additional Securities Shares on the Option Closing Date (in the event that the Over-Allotment Option to purchase the Additional Securities Shares is exercised by the UnderwritersUnderwriter) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters Underwriter shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the UnderwritersUnderwriter, addressed to the Underwriters Underwriter from Forooghian + Company Law Corporation, counsel to the Company; (b) the Underwriters Underwriter shall have received a letter dated as of the Option Closing Date, in form and substance satisfactory to the UnderwritersUnderwriter, addressed to the Underwriters Underwriter and the directors of the Company from the Company's Auditors confirming the continued accuracy of the comfort letter to be delivered to the Underwriters Underwriter pursuant to Section 4(a)(iv) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to the UnderwritersUnderwriter, acting reasonably; (c) the Underwriters Underwriter shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters Underwriter and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters Underwriter may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters Underwriter may reasonably request; (d) the Underwriters Underwriter shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters Underwriter and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters Underwriter may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters Underwriter shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing of the Company, the due authorization and issuance of the Additional Securities Shares and the Broker Warrants issuable on the Option Closing Date and other matters related to the issuance of the Additional SecuritiesShares.

Closing of the Over Allotment Option. (a) The Underwriters' obligation Over-Allotment Option may be exercised for a period of 30 days from and including the Closing Date. The Lead Agent, on behalf of the Agents, shall provide written notice to the Corporation of its election to exercise the Over-Allotment Option, which notice will set forth: (i) the aggregate number of Over-Allotment Units to be purchased; and (ii) the closing date for the Over-Allotment Units, provided that such closing date shall not be less than two Business Days and no more than seven Business Days following the date of such notice, and in any event not later than the 30th day following the Closing Date (b) The purchase and sale of the Over-Allotment Units, if required, shall be completed at such time and place as the Agents and the Corporation may agree, and in accordance with Section 8 and 9. The applicable terms, conditions and provisions of this Agreement (including the provisions of Section 9 relating to closing deliveries) shall apply mutatis mutandis to the Closing of the issuance of any Additional Securities on Over- Allotment Units pursuant to any exercise of the Option Over-Allotment Option. At the Closing Date Time of the Over-Allotment Option, the Corporation shall duly and validly deliver to the Agents confirmation of an electronic deposit of the Units with CDS as directed by the Agents, through the non-certificated inventory system of CDS or as otherwise directed by the Agents in writing, against payment by the Agents to the Corporation, at the direction of the Corporation, in lawful money of Canada by wire transfer an amount equal to the aggregate purchase price for the Units being issued and sold hereunder less the Commission and all of the additional estimated out-of-pocket expenses of the Agents payable by the Corporation to the Agents in accordance with paragraph 16 hereof. (in c) In the event that the Corporation shall subdivide, consolidate, reclassify or otherwise change its Common Shares during the period in which the Over- Allotment Option is exercisable, appropriate adjustments will be made to the Offering Price and to the number of Over-Allotment Units issuable on exercise thereof such that the Agents are entitled to arrange for the sale of the same number and type of securities that the Agents would have otherwise arranged for had they exercised such Over-Allotment Option to purchase the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company; (b) the Underwriters shall have received a letter dated as of the Option Closing Date, in form and substance satisfactory to the Underwriters, addressed to the Underwriters and the directors of the Company from the Company's Auditors confirming the continued accuracy of the comfort letter to be delivered to the Underwriters pursuant to Section 4(a)(iv) with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days immediately prior to the Option Closing Datesuch subdivision, which changes shall be acceptable to the Underwritersconsolidation, acting reasonably; (c) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, reclassification or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request; (d) the Underwriters shall have received a certificate dated as of the Option Closing Date, addressed to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing of the Company, the due authorization and issuance of the Additional Securities and the Broker Warrants issuable on the Option Closing Date and other matters related to the issuance of the Additional Securitieschange.

Closing of the Over Allotment Option. ‌ (a) The Underwriters' obligation purchase and sale of the Option Units, if required, shall be completed at such time and place as the Underwriters and the Corporation may agree, but in no event shall such Closing occur later than five Business Days after written notice to purchase any Additional Securities on the Option Closing Date (in the event that Units under the Over-Allotment Option to purchase is given in the Additional Securities is exercised by the Underwriters) shall be subject to the accuracy of the representations and warranties of the Company contained in this Agreement as of the Option Closing Date and the performance by the Company of its obligations under this Agreement. The Company agrees to fulfil or cause to be fulfilled the following conditions: (a) the Underwriters shall have received a favourable legal opinion dated the Option Closing Date, in form and substance satisfactory to counsel to the Underwriters, addressed to the Underwriters from Forooghian + Company Law Corporation, counsel to the Company;manner contemplated herein. (b) At the Underwriters shall have received a letter dated as Closing of the Option Closing DateOver-Allotment Option, subject to the terms and conditions contained in form and substance satisfactory to this Agreement: (i) the Corporation will deposit, for the respective accounts of the Underwriters, addressed the Common Shares and Warrants comprising the Option Units electronically with CDS through its non-certificated inventory system, against payment by the Underwriters to the Underwriters and Corporation, at the directors direction of the Company from the Company's Auditors confirming the continued accuracy Corporation, of the comfort letter to be delivered aggregate purchase price for the Over-allotment Units less an amount equal to the Underwriting Fee and a reasonable estimate of the out-of-pocket fees and expenses of the Underwriters payable pursuant to Section 4(a)(iv) 17, by wire transfer, or if permitted by applicable Law, certified cheque or bank draft, in Canadian currency payable at par in Xxxxxxx, Xxxxxxx, together with such changes as may be necessary to bring the information in such letter forward to a date not more than two Business Days prior to the Option Closing Date, which changes shall be acceptable to receipt signed by Eight Capital (on behalf of the Underwriters, acting reasonably;) for such electronic deposit and for receipt of the Underwriting Fee and such estimated expenses. (c) The applicable terms, conditions and provisions of this Agreement (including the Underwriters provisions of Section 5 relating to closing deliveries) shall have received a certificate dated as apply mutatis mutandis to the Closing of the issuance of any Option Closing Date, addressed Units pursuant to the Underwriters and signed by the Chief Executive Officer and Chief Financial Officer any exercise of the Company, or such other officers of the Company as the Underwriters may agree, with respect to the notice of articles and articles of the Company, all resolutions of the board of directors of the Company relating to the Transaction Documents and the transactions contemplated hereby and thereby, the incumbency and specimen signatures of signing officers of the Company and such other matters as the Underwriters may reasonably request;Over- Allotment Option. (d) In the Underwriters event that the Corporation shall have received a certificate dated as of subdivide, consolidate, reclassify or otherwise change its Common Shares during the period in which the Over-Allotment Option Closing Dateis exercisable, addressed appropriate adjustments will be made to the Underwriters Issue Price and signed by the Chief Executive Officer and Chief Financial Officer of the Company, or such other officers of the Company as the Underwriters may agree, substantially in the form set out in Section 9(a); and (e) the Underwriters shall have received such other certificates, agreements, materials or documents as they may reasonably request with respect to the good standing number of the Company, the due authorization Common Shares and issuance of the Additional Securities and the Broker Warrants issuable on exercise thereof such that the Option Closing Date and other matters related Underwriters are entitled to arrange for the issuance sale of the Additional Securitiessame number and type of securities that the Underwriters would have otherwise arranged for had they exercised such Over-Allotment Option immediately prior to such subdivision, consolidation, reclassification or change.