Common use of Sale and Issuance of Series A Preferred Shares Clause in Contracts

Sale and Issuance of Series A Preferred Shares. (a) Subject to receipt of Shareholder Approval (as defined in Section 6.1), the Company shall adopt and file with the Registrar of Corporations for the Province of Alberta on or before the Closing (as defined below) the Articles of Amendment (“Articles of Amendment”) authorizing capital stock of the Company consisting of: (i) an unlimited number of common shares, and (ii) up to 22,000,000 Series A preferred shares, each such class of shares to have the rights, preferences and privileges as set forth in the Share Provisions attached hereto as Exhibit B (the “Share Provisions”). (b) Subject to the terms and conditions of this Agreement, each Purchaser agrees to purchase at the Closing and the Company agrees to sell and issue to each Purchaser at the Closing that number of Series A preferred shares of the Company set forth opposite each such Purchaser’s name on Exhibit A attached hereto at a purchase price of CDN. $1.00 per share. The Series A preferred shares issued to the Purchasers pursuant to this Agreement shall be hereinafter referred to as the “Stock” or the “Securities.”

Sale and Issuance of Series A Preferred Shares. (a) Subject to receipt As of Shareholder Approval (as defined in Section 6.1)the Closing, the Company shall adopt have authorized the issuance, pursuant to the terms and file with conditions of this Agreement, of a total of 8,433,734 Series A Preferred Shares, par value US$0.0005 per share, having the Registrar of Corporations for rights, preferences, privileges and restrictions set forth in the Province of Alberta on or before the Closing Restated Articles (as defined below) the Articles of Amendment (“Articles of Amendment”) authorizing capital stock of the Company consisting of: (i) an unlimited number of common shares, and (ii) up to 22,000,000 Series A preferred shares, each such class of shares to have the rights, preferences and privileges as set forth in the Share Provisions form attached hereto as Exhibit B (the “Share Provisions”)C to this Agreement and other Transaction Documents. (b) Subject to the terms and conditions of this Agreement, each Purchaser the Investor agrees to purchase at the Closing and the Company agrees to sell and issue to each Purchaser the Investor at the Closing that number of the Company’s convertible redeemable participating Series A preferred shares of Preferred Shares, par value US$0.0005 per share (the Company “Series A Preferred Shares”) set forth opposite each such Purchaserthe Investor’s name on Exhibit A attached hereto B, at a per share purchase price of CDN. $1.00 per share. US$0.3557 (the “Per Share Purchase Price”), with an aggregate purchase price as set forth opposite the Investor’s name on Exhibit B. The Series A preferred shares Preferred Shares issued to the Purchasers Investor pursuant to this Agreement at the Closing shall be hereinafter referred to in this Agreement as the “Stock” or the “SecuritiesPurchased Shares.” (c) The Purchased Shares shall have the preferences, privileges and rights designated for the Series A Preferred Shares in the Restated Articles.

Sale and Issuance of Series A Preferred Shares. (a) Subject to receipt of Shareholder Approval (as defined in Section 6.1), the The Company shall adopt and file with the Registrar of Corporations for Companies in the Province of Alberta British Virgin Islands on or before the Closing (as defined belowbelow in Section 1.2) the Articles Second Amended and Restated Memorandum of Amendment (“Articles of Amendment”) authorizing capital stock of the Company consisting of: (i) an unlimited number of common shares, and (ii) up to 22,000,000 Series A preferred shares, each such class of shares to have the rights, preferences and privileges as set forth Association in the Share Provisions form attached hereto as Exhibit B A (the “Share ProvisionsRestated Memorandum”) and the Second Amended and Restated Articles of Association in the form attached hereto as Exhibit A-1 (the “Restated Articles”). (b) On or prior to the Closing, the Company shall have authorized (i) the sale and issuance to the Investors of 9,787,494 of its Series A Preferred Shares (as defined below in Section 2.2(a)) and (ii) the issuance of the Common Shares to be issued upon conversion of the Series A Preferred Shares (the “Conversion Shares”). The Series A Preferred Shares and the Conversion Shares shall have the rights, preferences, privileges and restrictions set forth in the Restated Memorandum and the Restated Articles. (c) Subject to the terms and conditions of this Agreement, each Purchaser agrees Investor agrees, severally and not jointly, to purchase at the Closing and the Company agrees to sell and issue to each Purchaser Investor at the Closing that number of Series A preferred shares of the Company Preferred Shares set forth opposite each such PurchaserInvestor’s name on Exhibit Schedule A attached hereto at a purchase price of CDN. $1.00 for US$1.5325 per share. The share (the “Series A preferred shares issued to the Purchasers pursuant to this Agreement shall be hereinafter referred to as the “Stock” or the “SecuritiesPurchase Price”).”