Common use of Conditions and Closing Clause in Contracts

Conditions and Closing. 4.1 The Closing shall occur on such date as may be determined by the Issuer. The Issuer may, at its discretion, elect to close the Offering in one or more closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber to this Agreement) to complete delivery of the Common Shares to such purchaser(s) against payment therefor at any time on or prior to or after the Closing Date. 4.2 The Closing (including the closing of this Subscription) is conditional upon and subject to: (a) the Subscriber having properly completed, signed and delivered this Subscription, and the relevant Appendices, to the Issuer; (b) the Issuer having accepted this Subscription; (c) payment by the Subscriber of the aggregate Subscription Amount payable to the Issuer, in accordance with the instructions on page 2 of this Agreement; (d) the Issuer having obtained all necessary approvals and consents, including regulatory approvals for the Offering and approval from the board of directors of the Issuer; and (e) the issue and sale of the Common Shares being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation relating to the sale of the Common Shares, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum. 4.3 At Closing, the Issuer will deliver to the Subscriber the Common Share certificates representing the Common Shares purchased by the Subscriber registered in the name of the Subscriber or its nominee.

Conditions and Closing. 4.1 The Closing shall Date will occur on such date as may be determined by the IssuerIssuer in its sole discretion. The Issuer may, at its discretion, elect to close the Offering in one or more multiple closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber to this AgreementSubscriber) to complete delivery of the Common Shares Securities to such purchaser(s) against payment therefor at any time on or prior to or after the Closing Date. 4.2 The Closing (including the closing of this Subscription) is conditional upon and subject to: (a) the Subscriber having properly completed, signed and delivered this Subscription, and the relevant Appendices, to the Issuer; (b) the Issuer having accepted this Subscription; (c) payment by the Subscriber of the aggregate Subscription Amount payable to the Issuer, in accordance with the instructions on page 2 of this Agreement; (d) the Issuer having obtained all necessary approvals and consents, including regulatory approvals for the Offering and approval from the board of directors of the Issuer; andOffering; (eb) the issue and sale of the Common Shares Securities being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation laws relating to the sale of the Common SharesSecurities, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum. 4.3 The Subscriber acknowledges that the certificates representing the Securities will be available for delivery within three business days of the Closing Date, provided that the Subscriber has satisfied the requirements of Section 2.1 hereof and the Issuer has accepted this Agreement. 4.4 The sale of the Securities pursuant to this Subscription Agreement will be completed at the offices of the Issuer’s legal counsel in Montreal, Québec at such time as the Issuer may agree (the “Closing Time”) on such date or dates as the Issuer may agree (the “Closing Date”). At Closingthe Closing Time, the Issuer will deliver to shall have received all completed subscription agreements and payment of the Subscriber aggregate subscription price, against delivery by the Common Share Issuer of the certificates or other acceptable confirmations representing the Common Shares purchased by the Subscriber registered in the name of the Subscriber or its nomineeSecurities.

Conditions and Closing. 4.1 The closing date (the "Closing shall occur Date") on such date as may be determined by the IssuerIssuer in its sole discretion. The Issuer may, at its discretion, elect to close the Offering in one or more closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber to this AgreementSubscriber) to complete delivery of the Common Shares to such purchaser(s) against payment therefor at any time on or prior to or after the Closing Date. 4.2 The Closing (including the closing of this Subscription) is conditional upon and subject to: (a) the Subscriber Issuer having properly completed, signed obtained any necessary approvals and delivered this Subscription, and consents for the relevant Appendices, to the IssuerOffering; (b) the Issuer having accepted this Subscriptionobtained and provided to the Subscriber waivers for the purposes of the transactions contemplated herein from the shareholders of the Issuer in respect of the pre-emptive rights set out in the unanimous shareholder agreement of the Issuer dated August 20, 2021 (the “Shareholder Agreement”), or the Issuer having provided notice to the shareholders of the Issuer under the pre-emptive rights provisions of the Shareholder Agreement and the relevant exercise period having expired, or the Issuer having provided notice in writing to the Subscriber outlining in reasonable detail the extent to which the shareholders of the Issuer have exercised such pre-emptive rights, as applicable; (c) payment by the Subscriber of the aggregate Subscription Amount payable to the Issuer, in accordance with the instructions on page 2 of this Agreement; (d) the Issuer having obtained all necessary approvals and consents, including regulatory approvals for the Offering and approval from the board of directors of the Issuer; and (e) the issue and sale of the Common Shares being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation laws relating to the sale of the Common Shares, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum. 4.3 At Closing, The Subscriber acknowledges that the Issuer will deliver to the Subscriber the Common Share original share certificates representing the Common Shares purchased ("Certificates") will be held by the Subscriber registered Issuer in the name Issuer's minute book. The Issuer will deliver electronic copies of the Certificates to the Subscriber or its nomineewithin seven business days of the Closing Date, provided that the Subscriber has satisfied the requirements of Section 3.1 hereof and the Issuer has accepted this Agreement.

Conditions and Closing. 4.1 The Closing shall occur on or before April 30, 2018, or on such other date as may be determined by the IssuerIssuer in its sole discretion (the "Closing Date"). The Issuer may, at its discretion, elect to close the Offering in one or more closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber to this Agreement) to complete delivery of the Common Shares and the Warrants to such purchaser(s) against payment therefor at any time on or prior to or after the Closing Date. 4.2 The Closing (including the closing of this Subscription) is conditional upon and subject to: (a) the Subscriber having properly completed, signed and delivered this Subscription, and the relevant Appendices, to the Issuer; (b) the Issuer having accepted this Subscription; (c) payment by the Subscriber of the aggregate Subscription Amount payable to the Issuer, in accordance with the instructions on page 2 of this Agreement; (d) the Issuer having obtained all necessary approvals and consents, including regulatory approvals for the Offering and approval from the board of directors of the Issuer; andOffering; (eb) the issue and sale of the Common Shares Units being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation relating to the sale of the Common SharesUnits, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum; and (c) the Issuer having obtained approval of the Exchange for the Offering. 4.3 At Closing, The Subscriber acknowledges that the Issuer will deliver to the Subscriber the Common Share certificates representing the Common Shares purchased by and the Warrants will be available for delivery, provided that the Subscriber registered in has satisfied the name requirements of Section 3 hereof and the Subscriber or its nomineeIssuer has accepted this Agreement.

Conditions and Closing. 4.1 The closing date (the "Closing Date") shall occur be on such date as may be determined by the IssuerIssuer in its sole discretion. The Issuer may, at its discretion, elect to close the Offering in one or more closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber to this AgreementSubscriber) to complete delivery of the Common Shares to such purchaser(s) against payment therefor at any time on or prior to or after the Closing Date. 4.2 The Closing (including the closing of this Subscription) is conditional upon and subject to: (a) the Subscriber Issuer having properly completed, signed obtained any necessary approvals and delivered this Subscription, and consents for the relevant Appendices, to the IssuerOffering; (b) the Issuer having accepted this Subscription;obtained and provided to the Subscriber waivers for the purposes of the transactions contemplated herein from the shareholders of the Issuer in respect of the pre-emptive rights set out in the unanimous shareholder agreement of the Issuer dated August 20, 2021 (the “Shareholder Agreement”), or the Issuer having provided notice to the shareholders of the Issuer under the pre-emptive rights provisions of the Shareholder Agreement and the relevant exercise period having expired, or the Issuer having provided notice in writing to the Subscriber outlining in reasonable detail the extent to which the shareholders of the Issuer have exercised such pre-emptive rights, as applicable; and (c) payment by the Subscriber of the aggregate Subscription Amount payable to the Issuer, in accordance with the instructions on page 2 of this Agreement; (d) the Issuer having obtained all necessary approvals and consents, including regulatory approvals for the Offering and approval from the board of directors of the Issuer; and (e) the issue offer and sale of the Common Shares being exempt from the requirement to file a prospectus and registration requirements under the requirement to deliver an offering memorandum under U.S. Securities Act of 1933, as amended (the “1933 Act”), the laws of any U.S. state or other applicable securities legislation relating to the sale of the Common Shares, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandumjurisdiction. 4.3 At Closing, The Subscriber acknowledges that the Issuer will deliver to the Subscriber the Common Share original share certificates representing the Common Shares purchased ("Certificates") will be held by the Subscriber registered Issuer in the name Issuer's minute book. The Issuer will deliver electronic copies of the Certificates to the Subscriber or its nomineewithin seven business days of the Closing Date, provided that the Subscriber has satisfied the requirements of Section 3.1 hereof and the Issuer has accepted this Agreement.

Conditions and Closing. 4.1 The Closing shall occur on or before December 31, 2020, or on such other date as may be determined by the Issuer. The Issuer may, at its discretion, elect to close Corporation (the Offering in one or more closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber to this Agreement) to complete delivery of the Common Shares to such purchaser(s) against payment therefor at any time on or prior to or after the “Closing Date. 4.2 ”). The Closing (including the closing of this Subscription) is conditional upon and subject to: (a) payment by the Subscriber (in form acceptable to the Corporation) of the Subscription Amount in immediately available funds; (b) the Subscriber having properly completed, signed and delivered to the Corporation this SubscriptionSubscription Agreement, including any applicable Schedules, and the relevant Appendices, to the Issuer; (b) the Issuer having accepted all other documentation contemplated by this SubscriptionSubscription Agreement; (c) payment by the Subscriber of Corporation accepting the aggregate Subscription Amount payable to the IssuerSubscriber's subscription, in accordance with the instructions on page 2 of this Agreementwhole or in part; (d) the Issuer Corporation having obtained all necessary approvals and consents, including regulatory approvals for the Offering and approval from the board of directors of the Issuer; and (e) the issue and sale of the Common Shares Debenture and Warrants being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation relating to the sale of the Common SharesDebenture and the Warrants, or the Issuer Corporation having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum. 4.3 At Closing. The Subscriber acknowledges and agrees that as the sale of the Subscriber's Debenture and Warrants will not be qualified by a prospectus, the Issuer will deliver such sale is subject to the Subscriber the Common Share certificates representing the Common Shares purchased by condition that the Subscriber registered in the name of (or, if applicable, any others for whom the Subscriber or its nomineeis contracting hereunder) sign and return to the Corporation all relevant documentation required by applicable Securities Laws.