Common use of Obligation to Purchase Clause in Contracts

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the Closing Date, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.0% (2) If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the Closing Date, Date shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, Offered Securities set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0Canaccord Genuity Corp. 5,955,000 50 % Xxxxxxx Securities Canaccord Genuity Inc. 984,375 22.55,955,000 50 % Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.011,910,000 100.0 % (2) If, on the Closing Date, Date any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Securities that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Offered Securities which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Offered Securities to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units Offered Securities by other persons, including any of the Underwriters, but if no such arrangements are made by the such Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Securities set forth opposite their respective names in this Section 9 bears to the aggregate number of Units Offered Securities set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Offered Securities which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, Date any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Securities and the aggregate number of Units Offered Securities with respect to which such default occurs exceeds 10% of the aggregate number of Units Offered Securities to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and Underwriters, the Company for the purchase of such Units Offered Securities are not made within 48 hours after such default, this Agreement shall terminate without liability of any party (other than a defaulting Underwriter) to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 5, Section 10 and Section 10 11 shall at all times be effective and shall survive such termination, and for greater certainty, nothing in this Section 9(2) shall relieve a defaulting Underwriter from any liability under this Agreement arising from its failure to purchase its proportionate share of Offered Securities or otherwise from its default. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Final Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Initial Shares or the Additional UnitsOver-Allotment Shares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, Offered Shares set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters Underwriter may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0Canaccord Genuity Corp. 525,000 35% Xxxxxxx Securities Canaccord Genuity Inc. 984,375 22.5525,000 35% Xxxxx-Xxxxxx Capital Group LLC 225,000 15% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.0225,000 15% (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Offered Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Offered Shares to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units Offered Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Shares set forth opposite their respective names in this Section 9 10(1) bears to the aggregate number of Units Offered Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Offered Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Shares and the aggregate number of Units Offered Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Offered Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and Underwriters, the Company for the purchase of such Units Offered Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party (other than a defaulting Underwriter) to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 6 and Section 10 11 hereof shall at all times be effective and shall survive such termination, and for greater certainty, nothing in this Section 10(2) shall relieve a defaulting Underwriter from any liability under this Agreement arising from its failure to purchase its proportionate share of Offered Shares or otherwise from its default. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Final Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 910. Any action taken under this Section 9 10 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters Representative may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Number of Firm Units Percentage Euro Pacific Canada Inc. 15,200,000 95 % National Securities Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.0800,000 5 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Offered Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Offered Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Offered Units to be purchased on such date, the Co-Lead Underwriters Representative may make arrangements satisfactory to the Company for the purchase of such Offered Units by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Firm Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Firm Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters Representative with the consent of the non-defaulting Underwriters, to purchase the Offered Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Offered Units and the aggregate number of Offered Units with respect to which such default occurs exceeds 10% of the aggregate number of Offered Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Representative and the Company for the purchase of such Offered Units - 41 - are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 5, Section 10 and Section 10 11 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters Representative or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Shares or the Additional UnitsShares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the CoJoint Book-Lead Underwriters Running Managers may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx RBC Dominion Securities Inc. 984,375 22.53,228,529 44.12 % Xxxx JMP Securities LLC 3,228,529 44.12 % Xxxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Markets Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.0860,942 11.77 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 1011.77% of the aggregate number of the Units Shares to be purchased on such date, the CoJoint Book-Lead Underwriters Running Managers may make arrangements satisfactory to the Company for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Firm Shares set forth opposite their respective names in this Section 9 bears to the aggregate number of Units Firm Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the CoJoint Book-Lead Underwriters Running Managers with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 1011.77% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the CoJoint Book-Lead Underwriters Running Managers and the Company for the purchase of such Units Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 5, Section 10 and Section 10 11 shall at all times be effective and shall survive such termination. In any such case either the CoJoint Book-Lead Underwriters Running Managers or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.02,305,555 41.5% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.02,305,555 41.5% Xxxxxxx Xxxxx Ltd. 333,334 6% Xxxxxxx Securities Inc. 333,334 6% Dundee Securities Ltd. 277,778 5% (2) If, on the First Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the First Closing Date or the applicable Option Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15September 25, 2016 in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Shares or the Additional UnitsShares, if applicable, at the Closing Date or the Option Closing Date, as applicable, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0Maxim Group LLC 1,512,500 50 % BMO Xxxxxxx Xxxxx Inc. 907,500 30 % Cormark Securities Inc. 984,375 22.5302,500 10 % Xxxx Capital Partners, LLC 984,375 22.5% Dundee Laurentian Bank Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.0Inc. 302,500 10 % (2) If, on the Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Shares to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date or the applicable Option Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Shares set forth opposite their respective names in this Section 9 bears to the aggregate number of Units Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units Shares are not made within 48 forty-eight (48) hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the Closing Date or the applicable Option Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15the fifth business day following the such Closing Date or Option Closing Date, 2016 as applicable, in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the Closing Date, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.06,906,250 42.5% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 6,906,250 42.5% Euro Pacific Capital, Inc. 1,625,000 10.0% Sprott Private Wealth LP 812,500 5.0% (2) If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15July 13, 2016 in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the Closing Date, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters Underwriter may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, Maxim Group LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.013,400,000 100.0% (2) If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters Underwriter may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters Underwriter with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Underwriter and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters Underwriter or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 the fifth business day following the date hereof in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Offered Shares or the Additional UnitsShares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Offered Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Canaccord Capital Corporation 1,750,000 40.04,540,305 35.0 % Xxxxx Xxxxxxx & Co. 3,891,690 30.0 % Pacific Crest Securities LLC 1,556,676 12.0 % CIBC World Markets Inc. 972,922.5 7.5 % GMP Securities L.P. 972,922.5 7.5 % RBC Dominion Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5518,892 4.0 % Dundee Securities Ltd. 218,750 5.0Corporation 259,446 2.0 % Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.0TD Securities Inc. 259,446 2.0 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Shares to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company and the Selling Shareholders for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Shares set forth opposite their respective names in this Section 9 10 bears to the aggregate number of Units Offered Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Underwriters, the Company and the Company Selling Shareholders for the purchase of such Units Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 6, Section 11 and Section 10 12 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 910. Any action taken under this Section 9 10 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the Closing Date, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.04,568,750 42.5 % Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.04,568,750 42.5 % Sprott Private Wealth LP 537,500 5.0 % Xxxx Capital Partners, LLC 537,500 5.0 % Xxxx Capital Advisors, LLC 537,500 5.0 % 10,750,000 100.0 % (2) If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15August 9, 2016 in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.03,008,750 41.5% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.03,008,750 41.5% Xxxxxxx Xxxxx Ltd. 435,000 6% Xxxxxxx Securities Inc. 435,000 6% Dundee Securities Ltd. 362,500 5% (2) If, on the First Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the First Closing Date or the applicable Option Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15September 25, 2016 in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Offered Shares or the Additional UnitsShares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Offered Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0Canaccord Genuity Corp. 2,200,000 20 % Xxxxxxx Canaccord Genuity Inc. 2,200,000 20 % Lazard Capital Markets LLC 3,300,000 30 % Wedbush Securities Inc. 984,375 22.51,100,000 10 % Xxxx GMP Securities L.P. 825,000 7.5 % RBC Dominion Securities Inc. 825,000 7.5 % Paradigm Capital Partners, LLC 984,375 22.5Inc. 275,000 2.5 % Dundee Securities Ltd. 218,750 5.0Versant Partners Inc. 275,000 2.5 % Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.011,000,000 100.0 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Shares to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company and the Selling Shareholder for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Shares set forth opposite their respective names in this Section 9 10 bears to the aggregate number of Units Offered Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Underwriters, the Company and the Company Selling Shareholder for the purchase of such Units Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 6, Section 11 and Section 10 12 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 910. Any action taken under this Section 9 10 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.02,643,550 41.5 % Xxxxxx & Xxxxxxx Xxxxxxx, a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.02,516,150 39.5 % Euro Pacific Capital, Inc. 445,900 7.0 % Xxxx Capital Partners, LLC 445,900 7.0 % Echelon Wealth Partners Inc. 159,250 2.5 % Xxxxxxx Securities Inc. 159,250 2.5 % (2) If, on the First Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the First Closing Date or the applicable Option Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15December 1, 2016 in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Offered Shares or the Additional UnitsShares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Offered Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0Canaccord Genuity Corp. 2,740,000 20 % Xxxxxxx Canaccord Genuity Inc. 2,740,000 20 % Lazard Capital Markets LLC 4,110,000 30 % Wedbush Securities Inc. 984,375 22.51,370,000 10 % Xxxx GMP Securities L.P. 1,027,500 7.5 % RBC Dominion Securities Inc. 1,027,500 7.5 % Paradigm Capital Partners, LLC 984,375 22.5Inc. 342,500 2.5 % Dundee Securities Ltd. 218,750 5.0Versant Partners Inc. 342,500 2.5 % Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.013,700,000 100.0 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Shares to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company and the Selling Shareholders for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Shares set forth opposite their respective names in this Section 9 10 bears to the aggregate number of Units Offered Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Underwriters, the Company and the Company Selling Shareholders for the purchase of such Units Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 6, Section 11 and Section 10 12 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 910. Any action taken under this Section 9 10 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Initial Shares or the Additional UnitsOver-Allotment Shares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, Offered Shares set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters Representative may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5Xxxxx Xxxxxx Capital Group LLC 1,703,225 80 % Xxxx Capital Partners, LLC 984,375 22.5425,806 20 % Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.02,129,031 100 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Offered Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Offered Shares to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units Offered Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Shares set forth opposite their respective names in this Section 9 10(1) bears to the aggregate number of Units Offered Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-non- defaulting Underwriters, to purchase the Units Offered Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Shares and the aggregate number of Units Offered Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Offered Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and Underwriters, the Company for the purchase of such Units Offered Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party (other than a defaulting Underwriter) to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 6 and Section 10 11 hereof shall at all times be effective and shall survive such termination, and for greater certainty, nothing in this Section 10(2) shall relieve a defaulting Underwriter from any liability under this Agreement arising from its failure to purchase its proportionate share of Offered Shares or otherwise from its default. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses Final Prospectus or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 910. Any action taken under this Section 9 10 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Shares or the Additional UnitsShares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the CoJoint Book-Lead Underwriters Running Managers may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.54,000,000 40 % Dundee Euro Pacific Canada Inc. 3,500,000 35 % National Securities Ltd. 218,750 5.0Corporation 2,500,000 25 % Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.010,000,000 100.0 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 1011.77% of the aggregate number of the Units Shares to be purchased on such date, the CoJoint Book-Lead Underwriters Running Managers may make arrangements satisfactory to the Company for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Firm Shares set forth opposite their respective names in this Section 9 bears to the aggregate number of Units Firm Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the CoJoint Book-Lead Underwriters Running Managers with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 1011.77% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the CoJoint Book-Lead Underwriters Running Managers and the Company for the purchase of such Units Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 5, Section 10 and Section 10 11 shall at all times be effective and shall survive such termination. In any such case either the CoJoint Book-Lead Underwriters Running Managers or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters Representative may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Euro Pacific Canada Inc. 15,200,000 95 % National Securities Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.0800,000 5 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Offered Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Offered Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Offered Units to be purchased on such date, the Co-Lead Underwriters Representative may make arrangements satisfactory to the Company for the purchase of such Offered Units by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Firm Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Firm Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters Representative with the consent of the non-defaulting Underwriters, to purchase the Offered Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Offered Units and the aggregate number of Offered Units with respect to which such default occurs exceeds 10% of the aggregate number of Offered Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Representative and the Company for the purchase of such Offered Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 5, Section 10 and Section 10 11 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters Representative or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the Closing Date, Date shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters Underwriter may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, Maxim Group LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.06,400,000 100 % (2) If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters Underwriter may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters Underwriter with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Underwriter and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters Underwriter or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 the fifth business day following the date hereof in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, Offered Securities at the First Closing Date, Date and any Option Closing Date shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, Offered Securities set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters CIBC may determine to eliminate fractional sharesshares and warrants): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0CIBC World Markets Inc. 10,387,500 75 % Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.03,462,500 25 % 13,850,000 100.0 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Securities that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Offered Securities which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Offered Securities to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units Offered Securities by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Securities set forth opposite their respective names in this Section 9 10 bears to the aggregate number of Units Offered Securities set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Offered Securities which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Offered Securities and the aggregate number of Units Offered Securities with respect to which such default occurs exceeds 10% of the aggregate number of Units Offered Securities to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and Underwriters, the Company for the purchase of such Units Offered Securities are not made within 48 hours after such default, this Agreement shall terminate without liability of any party (other than a defaulting Underwriter) to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 5, Section 11 and Section 10 12 shall at all times be effective and shall survive such termination, and for greater certainty, nothing in this Section 9(2) shall relieve a defaulting Underwriter from any liability under this Agreement arising from its failure to purchase its proportionate share of Offered Securities or otherwise from its default. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Final Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 910. Any action taken under this Section 9 10 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units or the Additional Units, if applicable, at the Closing Date, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units or the Additional Units, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0% Xxxxxxx Securities Inc. 984,375 22.5% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.05,312,500 42.5% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5,312,500 42.5% Euro Pacific Capital, Inc. 1,250,000 10.0% Sprott Private Wealth LP 625,000 5.0% (2) If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units set forth opposite their respective names in this Section 9 bears to the aggregate number of Units set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units and the aggregate number of Units with respect to which such default occurs exceeds 10% of the aggregate number of Units to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and the Company for the purchase of such Units are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15July 13, 2016 in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Shares or the Additional UnitsShares, if applicable, at the Closing Date, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters Underwriter may determine to eliminate fractional shares): Cantor X.X. Xxxxxxxxxx Canada Corporation 1,750,000 40.0& Co., LLC 50,000,000 65.0% Xxxxxxx Cormark Securities Inc. 984,375 22.519,230,769 25.0% Xxxx Capital Partners, LLC 984,375 22.5% Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.07,692,308 10.0% (2) If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Shares to be purchased on such date, the Co-Lead Underwriters Underwriter may make arrangements satisfactory to the Company for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by the Closing Date, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Shares set forth opposite their respective names in this Section 9 bears to the aggregate number of Units Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters Underwriter with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the Closing Date, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters Underwriter and the Company for the purchase of such Units Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 and Section 10 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters Underwriter or the Company shall have the right to postpone the Closing Date, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 the fifth business day following the date hereof in order that the required changes, if any, to the Registration Statement and the Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “"Underwriter” " shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.

Obligation to Purchase. (1) Subject to the terms of this Agreement, the obligation of the Underwriters to purchase the Firm Units Offered Shares or the Additional UnitsShares, if applicable, at the First Closing Date or the Option Closing Date, as the case may be, shall be several and not joint and several and shall be limited to the number and equivalent percentage of the Firm Units Offered Shares or the Additional UnitsShares, if applicable, set out opposite the name of the Underwriters respectively below (subject to such adjustment as the Co-Lead Underwriters may determine to eliminate fractional shares): Cantor Xxxxxxxxxx Canada Corporation 1,750,000 40.0Canaccord Genuity Corp. 2,300,000 40 % Xxxxxxx Securities Canaccord Genuity Inc. 984,375 22.52,300,000 40 % Xxxx Capital PartnersCxxxx and Company, LLC 984,375 22.5LLC. 1,150,000 20 % Dundee Securities Ltd. 218,750 5.0% Xxxxxxx Xxxxx Ltd. 218,750 5.0% Xxxxxx & Xxxxxxx a unit of X.X. Xxxxxxxxxx & Co., LLC 218,750 5.05,750,000 100.0 % (2) If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares that it or they have agreed to purchase hereunder on such date, and the aggregate number of Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase does not exceed 10% of the aggregate number of the Units Shares to be purchased on such date, the Co-Lead Underwriters may make arrangements satisfactory to the Company for the purchase of such Units Shares by other persons, including any of the Underwriters, but if no such arrangements are made by such First Closing Date or the applicable Option Closing Date, as the case may be, the other Underwriters shall be obligated, severally and not jointly, in the proportions that the number of Units Offered Shares set forth opposite their respective names in this Section 9 bears to the aggregate number of Units Offered Shares set forth opposite the names of all such non-defaulting Underwriters, or in such other proportions as may be specified by the Co-Lead Underwriters with the consent of the non-defaulting Underwriters, to purchase the Units Shares which such defaulting Underwriter or Underwriters agreed but failed or refused to purchase on such date. If, on the First Closing Date or the applicable Option Closing Date, as the case may be, any one or more of the Underwriters shall fail or refuse to purchase the Units Shares and the aggregate number of Units Shares with respect to which such default occurs exceeds 10% of the aggregate number of Units Shares to be purchased on such date, and arrangements satisfactory to the Co-Lead Underwriters and Underwriters, the Company for the purchase of such Units Shares are not made within 48 hours after such default, this Agreement shall terminate without liability of any party to any other party (other than the defaulting underwriter, who shall remain liable to the Company) except that the provisions of Section 5 5, Section 10 and Section 10 11 shall at all times be effective and shall survive such termination. In any such case either the Co-Lead Underwriters or the Company shall have the right to postpone the First Closing Date or the applicable Option Closing Date, as the case may be, but in no event past 9:00 a.m. (Toronto time) on March 15, 2016 for longer than five days in order that the required changes, if any, to the Registration Statement and the Final Prospectuses or any other documents or arrangements may be effected. (3) As used in this Agreement, the term “Underwriter” shall be deemed to include any person substituted for a defaulting Underwriter under this Section 9. Any action taken under this Section 9 shall not relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.