Common use of Private Placement Exemptions Clause in Contracts

Private Placement Exemptions. The Purchaser hereby acknowledges and agrees that the Offering is being made pursuant to a Private Placement Exemption. As a result of the Corporation’s reliance on the Private Placement Exemption, the Preferred Shares will be subject to restrictions on resale and transferability contained in applicable securities legislation, as well as any restrictions on resale and transferability imposed by the Stock Exchange. The Preferred Shares may not be sold or otherwise transferred unless the sale or transfer is made in accordance with the provisions of all applicable Securities Laws and Stock Exchange requirements.