Common use of Acceptance and Rejection of Subscription by the Corporation Clause in Contracts

Acceptance and Rejection of Subscription by the Corporation. The Subscriber acknowledges (on its own behalf, and, if applicable, on behalf of each person on whose behalf the Subscriber is contracting) and agrees that the Corporation reserves the right, in its absolute discretion, to reject this subscription for Subscription Receipts, in whole or in part, at any time prior to the Closing Time. If this subscription is rejected in whole, or the conditions of purchase set out herein are not fulfilled or waived, any cheques or other forms of payment delivered to the Corporation, or its counsel, representing the Aggregate Subscription Price will be promptly returned to the Subscriber without interest or deduction. If this subscription is accepted only in part, a cheque representing any refund of the Aggregate Subscription Price for that portion of the subscription for Subscription Receipts which is not accepted, will be promptly delivered to the Subscriber without interest or deduction. The Subscriber acknowledges that the Subscription Receipts subscribed for by it hereunder may form part of a larger issuance and sale by the Corporation of Subscription Receipts for gross proceeds of up to $3,150,000 (in addition to a concurrent subscription receipt financing by a wholly owned subsidiary of the Corporation for up to $1,890,000 as disclosed by the Corporation prior to the Closing Date) to be issued in one or more tranches. The Subscriber understands that the Private Placement is not subject to any minimum subscription level and therefore any funds invested are, pursuant to the terms hereof, available to and will be paid to the Corporation on the Closing Date and need not be refunded to the Subscriber.

Acceptance and Rejection of Subscription by the Corporation. The Subscriber acknowledges (on its own behalf, and, if applicable, on behalf of each person on whose behalf the Subscriber is contracting) and agrees that the Corporation reserves the right, in its absolute discretion, to reject this subscription for Subscription Receipts, in whole or in part, at any time prior to the Closing Time. If this subscription is rejected in whole, or the conditions of purchase set out herein are not fulfilled or waived, any cheques or other forms of payment delivered to the Corporation, or its counsel, representing the Aggregate Subscription Price will be promptly returned to the Subscriber without interest or deduction. If this subscription is accepted only in part, a cheque representing any refund of the Aggregate Subscription Price for that portion of the subscription for Subscription Receipts which is not accepted, will be promptly delivered to the Subscriber without interest or deduction. The Subscriber acknowledges that the Subscription Receipts subscribed for by it hereunder may form part of a larger issuance and sale by the Corporation of Subscription Receipts for gross proceeds of up to $3,150,000 1,890,000 (in addition to a concurrent subscription receipt financing by a wholly owned subsidiary of the Corporation Brattle for up to $1,890,000 3,150,000 as disclosed by the Corporation Brattle prior to the Closing Date) to be issued in one or more tranches. The Subscriber understands that the Private Placement is not subject to any minimum subscription level and therefore any funds invested are, pursuant to the terms hereof, available to and will be paid to the Corporation on the Closing Date and need not be refunded to the Subscriber.

Acceptance and Rejection of Subscription by the Corporation. The Subscriber acknowledges (on its own behalf, and, if applicable, on behalf of each person on whose behalf the Subscriber is contracting) and agrees that notwithstanding Section 3.1 above, the Corporation reserves the right, in its absolute discretion, to reject this subscription for Subscription ReceiptsConvertible Debentures, in whole or in part, at any time prior to the Closing Time. If this subscription is rejected in whole, or the conditions of purchase set out herein are not fulfilled or waived, any cheques or other forms of payment delivered to the Corporation, or its counsel, representing Corporation on account of the Aggregate Subscription Price will be promptly returned to the Subscriber without interest or deduction. If this subscription is accepted only in part, a cheque representing any refund of the Aggregate Subscription Price for that portion of the subscription for Subscription Receipts Convertible Debentures which is not accepted, accepted will be promptly delivered to the Subscriber without interest or deduction. The Subscriber acknowledges and agrees that the acceptance of this Subscription Receipts subscribed for by it hereunder may form part of a larger issuance and Agreement will be conditional upon the sale by the Corporation of Subscription Receipts for gross proceeds of up to $3,150,000 (in addition to a concurrent subscription receipt financing by a wholly owned subsidiary of the Corporation for up to $1,890,000 as disclosed by the Corporation prior Convertible Debentures to the Subscriber being exempt from any prospectus and registration requirements of applicable Securities Laws. The Corporation will be deemed to have accepted this Subscription Agreement upon the delivery at Closing Date) of the certificates representing the Convertible Debentures in accordance with the provisions hereof. Offering The Subscriber acknowledges that the Convertible Debentures, the Underlying Securities and the Common Shares underlying the Warrants have not been and will not be registered under the U.S. Securities Act or applicable state securities laws and such securities may not be offered or sold, directly or indirectly, in the United States, except pursuant to be applicable exemptions from the registration requirements of applicable laws. Each Offered Unit is comprised of one Convertible Debenture, issued in the principal amount at increments of $1000.00, and one Warrant with each Warrant entitling the holder thereof to acquire one Common Share at any time on or more tranches. The Subscriber understands that before the Private Placement is not subject to any minimum subscription level and therefore any funds invested are, pursuant to the terms hereof, available to and will be paid to the Corporation on third (3rd) year anniversary of the Closing Date and need not be refunded to the Subscriber.at an exercise price of $0.60