Common use of CONTRIBUTION PAYMENTS Clause in Contracts

CONTRIBUTION PAYMENTS. 3.1 Subject to the terms and conditions contained herein, SDTC shall pay to the Eligible Recipient up to the lesser of: (a) 23.1 %of the Eligible Project Costs, or (b) $12,000,000 (the “Contribution”), payable in installments as provided in Schedule C attached hereto. SDTC shall not make any payment on account of any cost incurred by the Eligible Recipient prior to October 1, 2017 or in excess of the costs set out in the Budget attached hereto as Schedule C. Any Person that does not have legal capacity in Canada or Excluded Recipient may collaborate with the Eligible Recipient in relation to the Project, and may contribute in-kind or advisory work, or perform work under contract to the Eligible Recipient, provided that such parties do not receive direct funding from SDTC. The Eligible Recipient acknowledges that a portion of the Contribution is being provided indirectly by the Funding Partner under the Shared Cost Arrangement Agreement, and that SDTC is facilitating the payment of such portion by accepting payment from the Funding Partner and including such amounts in the Contribution provided for under this Agreement. 3.2 Notwithstanding any other provision of this Agreement: a) the Contribution shall not exceed fifty percent (50%) of the Eligible Project Costs for the Project; b) the Eligible Recipient shall contribute a minimum of twenty-five percent (25%) of the Eligible Project Costs for the Project in cash, in-kind goods or services, or a combination thereof; c) SDTC shall not have any obligation to pay the Contribution, or any installment thereof, unless SDTC has received sufficient allocated funds from the Government of Canada and the Funding Partner to enable it to make such Contribution; d) SDTC shall not have any obligation to pay the Contribution, or any installment thereof, unless the Eligible Recipient(s), on or before each Payment Date, has established, to the satisfaction of SDTC, that the Eligible Recipient through enforceable commitments or otherwise, has the financial capacity to finance the Project; and e) the Eligible Recipient shall declare and certify to SDTC in writing all direct sources of funding for the Project, whether in place, requested or anticipated to be requested, including Government Funding identified by specific government programs. 3.3 Installments of the Contribution shall be paid to the Eligible Recipient upon the achievement of various Project Milestones and upon receipt by SDTC and SDTC Acceptance of all required reports. A written claim (“Claim”) requesting an installment payment for a Milestone and all associated required reports shall be submitted by the Eligible Recipient upon the achievement of each Milestone in accordance with the schedule of payments set out in Schedule C attached hereto. Early delivery is permitted, provided that SDTC shall not be required to release payment until the dates specified in Schedule C. Each Claim shall include a statement of Eligible Project Costs incurred in connection with the Milestone and shall be certified by an officer of the Eligible Recipient and accompanied by such supporting documentation as SDTC may require. Where the amount of any item of a Claim exceeds $1000.00, invoices, receipts or other supporting documentation shall be available for review by SDTC to support the Claim with respect to such items. Upon Acceptance by SDTC of a Claim for payment of an installment of the Contribution, SDTC shall pay to the Eligible Recipient such installment of the Contribution. SDTC shall have 45 days from the receipt of all required reports to provide notice of Acceptance or rejection of a Claim. If a Claim is rejected by SDTC then SDTC will give notice of such rejection to the Eligible Recipient, together with its reasons therefore, and the Eligible Recipient shall have 20 days to provide revised reports in support of such Claim. SDTC shall have 10 days to provide notice of Acceptance or rejection of revised reports. If the Claim is again rejected by SDTC then the aforementioned process and time periods for the submission of reports will continue until such time as the Claim is accepted or the Agreement is terminated. Any Claim that is reasonably rejected by SDTC after three (3) submissions shall constitute an Event of Default. 3.4 SDTC shall withhold ten percent (10%) (the “Holdback”) from each installment of the Contribution payable hereunder until: a) the Project has been completed to the satisfaction of SDTC; b) all required reports have been received and approved by SDTC; and c) SDTC has accepted the Audited Project Report; at which time, SDTC shall, subject to Section 3.5 hereof, pay the Holdback to the Eligible Recipient. 3.5 The obligation of SDTC to make a payment to the Eligible Recipient of each installment of the Contribution is subject to the fulfillment, or the waiver by SDTC, in its sole discretion, of each of the following conditions on or before the time of each such payment:

CONTRIBUTION PAYMENTS. 3.1 Subject to the terms and conditions contained herein, SDTC shall pay to the Eligible Recipient up to the lesser of: (a) 23.1 %45% of the Eligible Project Costs, or (b) $12,000,000 1,651,168.91 (the “Contribution”), payable in installments as provided in Schedule C attached hereto. SDTC shall not make any payment on account of any cost incurred by the Eligible Recipient prior to October May 1, 2017 2010 or in excess of the costs set out in the Budget attached hereto as Schedule C. Any Person that does not have legal capacity in Canada or Excluded Recipient may collaborate with the Eligible Recipient in relation to the Project, and may contribute in-kind or advisory work, or perform work under contract to the Eligible Recipient, provided that such parties do not receive direct funding from SDTC. The Eligible Recipient acknowledges that a portion of the Contribution is being provided indirectly by the Funding Partner under the Shared Cost Arrangement Agreement, and that SDTC is facilitating the payment of such portion by accepting payment from the Funding Partner and including such amounts in the Contribution provided for under this Agreement. 3.2 Notwithstanding any other provision of this Agreement: a) the Contribution shall not exceed fifty percent (50%) of the Eligible Project Costs for the Project; b) the Eligible Recipient shall contribute a minimum of twenty-five percent (25%) of the Eligible Project Costs for the Project in cash, in-kind goods or services, or a combination thereof; c) SDTC shall not have any obligation to pay the Contribution, or any installment thereof, unless SDTC has received sufficient allocated funds from the Government of Canada and the Funding Partner to enable it to make such Contribution; d) SDTC shall not have any obligation to pay the Contribution, or any installment thereof, unless the Eligible Recipient(s), on or before each the first Payment Date, has established, to the satisfaction of SDTC, that the Eligible Recipient through enforceable commitments or otherwise, has the financial capacity to finance the Project; and ed) the Eligible Recipient shall declare and certify to SDTC in writing all direct sources of funding for the Project, whether in place, requested or anticipated to be requested, including Government Funding identified by specific government programs. 3.3 Installments of the Contribution shall be paid to the Eligible Recipient upon the achievement of various Project project Milestones and upon receipt by SDTC and SDTC Acceptance of all required reports. A written claim (“Claim”) requesting an installment payment for a Milestone and all associated required reports shall be submitted by the Eligible Recipient upon the achievement of each Milestone in accordance with the schedule of payments set out in Schedule C attached hereto. Early delivery is permitted, provided that SDTC shall not be required to release payment until the that dates specified in Schedule C. Each Claim shall include a statement of Eligible Project Costs incurred in connection with the Milestone and shall be certified by an officer of the Eligible Recipient and accompanied by such supporting documentation as SDTC may require. Where the amount of any item of a Claim exceeds $1000.00, invoices, receipts or other supporting documentation shall be available for review by SDTC to support the Claim with respect to such items. Upon Acceptance by SDTC of a Claim for payment of an installment of the Contribution, SDTC shall pay to the Eligible Recipient such installment of the Contribution. SDTC shall have 45 days from the receipt of all required reports to provide notice of Acceptance or rejection of a Claim. If a Claim is rejected by SDTC then SDTC will give notice of such rejection to the Eligible Recipient, together with its reasons therefore, and the Eligible Recipient shall have 20 days to provide revised reports in support of such Claim. SDTC shall have 10 days to provide notice of Acceptance or rejection of revised reports. If the Claim is again rejected by SDTC then the aforementioned process and time periods for the submission of reports will continue until such time as the Claim is accepted or the Agreement is terminated. Any Claim that is reasonably rejected by SDTC after three (3) 3 submissions shall constitute an Event of Default. 3.4 SDTC shall withhold ten percent (10%) (the “Holdback”) from each installment of the Contribution payable hereunder until: a) the Project has been completed to the satisfaction of SDTC; b) all required reports have been received and approved by SDTC; and c) SDTC has accepted the Audited Project Report; at which time, SDTC shall, subject to Section 3.5 hereof, pay the Holdback to the Eligible Recipient. 3.5 The obligation of SDTC to make a payment to the Eligible Recipient of each installment of the Contribution is subject to the fulfillment, or the waiver by SDTC, in its sole discretion, of each of the following conditions on or before the time of each such payment:

CONTRIBUTION PAYMENTS. 3.1 Subject to the terms and conditions contained hereinof this Agreement, SDTC shall will pay to the Eligible Recipient up to the lesser of: (a) 23.1 %a maximum of the Eligible Project Costs$3,850,000, or (b) $12,000,000 (the which constitutes SDTC’s “Contribution”), . The Contribution is payable in installments installments, as provided in the payment schedule in Schedule C attached hereto. C. SDTC shall will not make any payment on account of any cost for Project costs incurred by the Eligible Recipient prior to October the Project start date of February 1, 2017 or in excess of the costs set out in the Budget attached hereto as Schedule C. Any Person that does not have legal capacity in Canada or Excluded Recipient may collaborate with the Eligible Recipient in relation to the Project, and may contribute in-kind or advisory work, or perform work under contract to the Eligible Recipient, provided that such parties do not receive direct funding from SDTC. The Eligible Recipient acknowledges that a portion of the Contribution is being provided indirectly by the Funding Partner under the Shared Cost Arrangement Agreement, and that SDTC is facilitating the payment of such portion by accepting payment from the Funding Partner and including such amounts in the Contribution provided for under this Agreement2021. 3.2 Notwithstanding any other provision of this Agreement: (a) the installment amounts within the payment schedule are calculated based on SDTC’s Contribution, which represents 38.8% of the Eligible Project Costs, as provided in the Project Budget in Schedule C; (b) the installment amounts may be adjusted by SDTC during the Project Period if it is reasonably determined by SDTC that the actual Eligible Costs are materially less than the budgeted Eligible Costs listed in the Project Budget; (c) the SDTC Contribution shall may not exceed fifty percent 50% of the Eligible Project Costs; (50%d) the Recipient will ensure that the Consortium collectively contributes a minimum of 25% of the Eligible Project Costs for from non-governmental sources. This contribution can be in the Project; b) the Eligible Recipient shall contribute a minimum form of twenty-five percent (25%) of the Eligible Project Costs for the Project in cash, in-kind goods or services, or a combination thereofof them; c(e) SDTC shall is not have any obligation obligated to pay the Contribution, Contribution or any installment thereof, unless SDTC has received receives sufficient allocated funds from the Government of Canada and the Funding Partner to enable it to make such ContributionCanada; d(f) SDTC shall is not have any obligation obligated to pay the Contribution, Contribution or any installment thereof, unless the Eligible Recipient(s)Recipient, on or before each Payment Date, has established, establishes to the SDTC’s satisfaction of SDTC, that the Eligible Recipient through enforceable commitments or otherwise, has the financial capacity to finance the Project; and e(g) the Eligible Recipient shall will, if requested, declare and certify to SDTC in writing all direct sources of funding for the Project, whether in place, requested or anticipated to be requested, including Government Funding identified by specific government programs. 3.3 Installments of the Contribution shall are to be paid to the Eligible Recipient by SDTC upon the achievement of various Project Milestones and upon receipt by SDTC and SDTC Acceptance of all required reports. A written claim (“Claim”) requesting an installment payment for a Milestone and all associated required reports shall be submitted by the Eligible Recipient upon the achievement of each Milestone in accordance with the schedule of payments set out in Schedule C attached hereto. Early delivery is permitted, provided that SDTC shall not be required to release payment until the dates specified in Schedule C. Each Claim shall include a statement of Eligible Project Costs incurred in connection with the Milestone and shall be certified by an officer of the Eligible Recipient and accompanied by such supporting documentation as SDTC may require. Where the amount of any item of a Claim exceeds $1000.00, invoices, receipts or other supporting documentation shall be available for review by SDTC to support the Claim with respect to such items. Upon Acceptance by SDTC of a Claim for payment all associated Milestone reports. Upon receipt and Acceptance by SDTC of an installment of the Contributionassociated Milestone reports, SDTC shall pay to the Eligible Recipient such installment of the Contribution. SDTC shall have 45 days from the receipt of all required reports will endeavour to provide notice of Acceptance or rejection of a Claimthe Project payment within 45 days. If a Claim Milestone report is rejected not Accepted by SDTC SDTC, then SDTC will give notice of such the rejection to the Eligible Recipient, together with its reasons thereforefor the rejection, and the Eligible Recipient shall have has 20 days to provide revised reports in support of such Claimclaim. SDTC shall have has 10 days to provide notice of Acceptance or rejection of revised reports. If the Claim claim is again rejected by SDTC SDTC, then the aforementioned such process and time periods for the submission of reports will continue until such time as the Claim claim is accepted Accepted or the Agreement is terminated. Any Claim that is reasonably rejected The reasonable rejection by SDTC of any claim after three (3) submissions shall constitute constitutes an Event of Default. 3.4 SDTC shall will withhold ten percent (10%) % (the “Holdback”) from each installment of the Contribution payable hereunder until: (a) the Project has been completed to the satisfaction of SDTC; (b) all required reports have been received and approved by SDTC; and (c) SDTC has accepted Accepted the Audited Project ReportFinancial Audit (or has determined that no Project Financial Audit is required); at which time, SDTC shallwill, subject to Section 3.5 hereof3.5, pay the Holdback to the Eligible Recipient. 3.5 The obligation of SDTC to make a payment to the Eligible Recipient of each installment of the Contribution is subject to the fulfillment, or the waiver by SDTC, SDTC in its sole discretion, of each of the following conditions on or before the time of each such payment:

CONTRIBUTION PAYMENTS. 3.1 Subject to In the terms and conditions contained herein, SDTC shall pay to the Eligible Recipient up to the lesser of: event of (a) 23.1 %any payment by either Seller of any amount in excess of the Eligible Project CostsRepurchase Price due from such Seller and required to be repaid to Buyer under the Repurchase Agreement (each such amount, as the same may be amortized pursuant to the Repurchase Agreement, an “Allocable Repurchase Price”), or (b) $12,000,000 the liquidation or sale of any of the Purchased Loans transferred by either Seller, the proceeds of which Purchased Loans have been utilized to satisfy obligations under the Transaction which are not attributable to such Seller’s Allocable Repurchase Price, such Seller (the “ContributionOverpaying Seller”) shall be entitled, after payment in full of all amounts due under the Repurchase Agreement, to contribution from the other Seller (the “Benefited Seller”), for the amounts so paid or the proceeds so utilized, to the extent attributable to the Benefited Seller’s Allocable Repurchase Price (the “Contribution Payment”); provided, that notwithstanding anything contained herein to the contrary, (i) the Benefited Seller shall only make such Contribution Payment to the extent funds are available therefor after payment of all amounts then payable in installments as provided in Schedule C attached hereto. SDTC shall not make any payment on account of any cost incurred by the Eligible Recipient Benefited Seller under the Repurchase Agreement, (ii) each Overpaying Seller’s rights of reimbursement and contribution shall be subordinated to all amounts payable to Buyer in connection with this Repurchase Agreement, (iii) in no event shall an Overpaying Seller bring any action against a Benefited Seller prior to October 1, 2017 or in excess full payment and satisfaction of the costs set out in the Budget attached hereto as Schedule C. Any Person that does not have legal capacity in Canada or Excluded Recipient may collaborate with the Eligible Recipient in relation to the Project, and may contribute in-kind or advisory work, or perform work Transactions under contract to the Eligible Recipient, provided that such parties do not receive direct funding from SDTC. The Eligible Recipient acknowledges that a portion of the Contribution is being provided indirectly by the Funding Partner under the Shared Cost Arrangement this Repurchase Agreement, and that SDTC is facilitating the payment of (iv) any such portion by accepting payment from the Funding Partner and including such amounts in the Contribution provided for under this Agreement. 3.2 Notwithstanding any other provision of this Agreement: a) the Contribution Payment shall not exceed fifty percent (50%) of constitute a claim against the Eligible Project Costs for Benefited Seller, except to the Project; b) the Eligible Recipient shall contribute a minimum of twenty-five percent (25%) of the Eligible Project Costs for the Project in cash, in-kind goods or services, or a combination thereof; c) SDTC shall not have any obligation extent funds are available to pay the Contribution, or any installment thereof, unless SDTC has received sufficient allocated funds from the Government such amount as provided herein. (mm) Section 43 of Canada and the Funding Partner to enable it to make such Contribution; d) SDTC shall not have any obligation to pay the Contribution, or any installment thereof, unless the Eligible Recipient(s), on or before each Payment Date, has established, to the satisfaction of SDTC, that the Eligible Recipient through enforceable commitments or otherwise, has the financial capacity to finance the Project; and e) the Eligible Recipient shall declare and certify to SDTC in writing all direct sources of funding for the Project, whether in place, requested or anticipated to be requested, including Government Funding identified by specific government programs. 3.3 Installments of the Contribution shall be paid to the Eligible Recipient upon the achievement of various Project Milestones and upon receipt by SDTC and SDTC Acceptance of all required reports. A written claim (“Claim”) requesting an installment payment for a Milestone and all associated required reports shall be submitted by the Eligible Recipient upon the achievement of each Milestone in accordance with the schedule of payments set out in Schedule C attached hereto. Early delivery is permitted, provided that SDTC shall not be required to release payment until the dates specified in Schedule C. Each Claim shall include a statement of Eligible Project Costs incurred in connection with the Milestone and shall be certified by an officer of the Eligible Recipient and accompanied by such supporting documentation as SDTC may require. Where the amount of any item of a Claim exceeds $1000.00, invoices, receipts or other supporting documentation shall be available for review by SDTC to support the Claim with respect to such items. Upon Acceptance by SDTC of a Claim for payment of an installment of the Contribution, SDTC shall pay to the Eligible Recipient such installment of the Contribution. SDTC shall have 45 days from the receipt of all required reports to provide notice of Acceptance or rejection of a Claim. If a Claim is rejected by SDTC then SDTC will give notice of such rejection to the Eligible Recipient, together with its reasons therefore, and the Eligible Recipient shall have 20 days to provide revised reports in support of such Claim. SDTC shall have 10 days to provide notice of Acceptance or rejection of revised reports. If the Claim is again rejected by SDTC then the aforementioned process and time periods for the submission of reports will continue until such time as the Claim is accepted or the Agreement is terminated. Any Claim that is reasonably rejected hereby amended by SDTC after three (3adding the following new Section 43(f) submissions shall constitute an Event of Default. 3.4 SDTC shall withhold ten percent (10%) (the “Holdback”) from each installment of the Contribution payable hereunder until: a) the Project has been completed to the satisfaction of SDTC; b) all required reports have been received and approved by SDTC; and c) SDTC has accepted the Audited Project Report; at which time, SDTC shall, subject to Section 3.5 hereof, pay the Holdback to the Eligible Recipient. 3.5 The obligation of SDTC to make a payment to the Eligible Recipient of each installment of the Contribution is subject to the fulfillment, or the waiver by SDTC, in its sole discretion, of each of the following conditions on or before the time of each such paymentend thereof: