All Subscribers Clause Samples

All Subscribers. In the event that any applicable reduction or exemption from U.S. federal withholding tax is claimed, each Subscriber is required to provide all applicable attachments or addendums as required to claim such exemption or reduction.

All Subscribers. Complete and sign the Face Page. If you are purchasing Units within a corporation, please provide your corporate tax number.

All Subscribers. Complete and sign pages 2, 3 and 4 of the Subscription Agreement.

All Subscribers. All subscribers must complete, execute and deliver a Registration Rights Agreement in the form attached to the accompanying Private Placement Memorandum as Annex C and a Selling Shareholder Questionnaire in the form attached to the accompanying Private Placement Memorandum as Annex D. Return this executed Subscription Agreement and all applicable Schedules to: Payment of the aggregate Subscription Amount set out on the following page will be made in accordance with the Payment Instructions in Schedule “C”. TO: VIREO GROWTH INC. (THE “COMPANY”) The undersigned, on its own behalf and, if applicable, on behalf of a Disclosed Principal (as defined herein) for whom it is acting hereunder (the “Subscriber”), hereby irrevocably subscribes for and agrees to purchase that number of subordinate voting shares (each a “Share”) as set out below at a price of US$0.625 per Share (the “Subscription Price”). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription”, including, without limitation, the terms, representations, warranties, covenants, certifications and acknowledgements set forth in the applicable Schedules attached thereto. The Subscriber further agrees, without limitation, that the Company may rely upon the Subscriber’s representations, warranties, covenants, certifications and acknowledgments contained in such documents. (Name of Subscriber) Per Share Subscription Price: _________________________________ Account Reference (if applicable): _____________________________ Dollar Commitment Amount: __________________________________ (the “Subscription Amount”) By: _____________________________________________________ Authorized Signature (Official Capacity or Title – if the Subscriber is not an individual) (Name of individual whose signature appears above if different than the name of the Subscriber printed above.) (Subscriber’s Residential Address, including County/Municipality and State and ZIP Code) (Subscriber’s Telephone Number) (Email Address) If the Subscriber is signing as agent or trustee for a principal (a “Disclosed Principal”) and is not purchasing as trustee or agent for accounts fully managed by it, so as to be deemed to be purchasing as principal pursuant to NI 45-106 complete the following: (Name of Disclosed Principal) (Residential Address of Disclosed Principal) (Telephone Number of Disclosed Principal) (Account Reference, if applicable)

All Subscribers. □ Complete and sign the first page of the Subscription Agreement (i.e. the page following this one). □ You are subscribing under the “accredited investor exemption” as described in Section 7(e)(ii) of the Subscription Agreement and must qualify under the description as an “accredited investor”. Please: □ complete and sign the Accredited Investor Certificate (Schedule A to the Subscription Agreement, including Appendix I to Schedule A); □ if you are purchasing as an individual (as opposed to a corporation or other entity) and relying on category (j), (k) or (l) of the Accredited Investor Certificate (and do not meet the higher financial asset threshold set out in paragraph (j.1) of the Accredited Investor Certificate), complete and sign the Form 45-106F9—Form for Individual Accredited Investors (Schedule B to the Subscription Agreement); and □ if you are relying on category (q) of the Accredited Investor Certificate (registrant acting on behalf of a fully managed account managed by you), also provide the Managed/Discretionary Account Details (Schedule D to the Subscription Agreement). □ Complete the FATCA identification form in Schedule C. Your subscription is made on the terms and conditions set out in the Subscription Agreement. Ensure that you read the entire agreement carefully, and seek independent investment, legal, tax and other professional advice as you consider necessary. The securities for which you are subscribing are securities of a private entity and are subject to an indefinite hold period. The undersigned (hereinafter referred to as the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase up to that number of Canadian dollar denominated units of the Trust (“CAD Units” and singularly, a “CAD Unit”) and/or US dollar denominated units of the Trust (“USD Units” and singularly, a “USD Unit”) (CAD Units and USD Units collectively referred to herein as the “Units” and singularly, a “Unit”) set out below at the price of CAD$10.00 per CAD Unit or US$10.00 per USD Unit, as applicable, upon and subject to the terms and conditions set forth in the “Terms and Conditions of Subscription for Units of US Bridge Loan Fund Trust” attached hereto (together with this page and the attached Schedules, the “Subscription Agreement”) and in accordance with the terms of the Declaration of Trust of the US Bridge Loan Fund Trust made as of September 23, 2020, as may be amended from time to time (the “Declaration of Trust”). I-CLASS (Name of Subscriber...

All Subscribers resident in the jurisdiction set out at the beginning of this Agreement;

All Subscribers. Complete and sign the execution pages of this Subscription Agreement (pages (ii) to (v)), including the registration and delivery instructions and, if applicable, Schedule "E" (Form 4C – Corporate Placee Registration Form) to this Subscription Agreement.

All Subscribers. All Subscribers must complete Schedule 2, which, without limiting any other assurances in this Subscription Agreement, the Subscriber hereby specifically represents and agrees is correct and complete.

All Subscribers. [ ] Subscriber and subscription amount information in the boxes and signature on pg 2; [ ] Attach certified funds or draft payable to Northern Dynasty Minerals Ltd. or wire as per below; [ ] Subscribers who are individuals (natural person) or resident in Canada and who are “Accredited Investors” (as defined herein but generally meaning higher net worth or higher net income persons) must complete and sign Schedule “B” – Accredited Investor Form (Canada); [ ] Subscribers who are not individuals (e.g. corporations, partnerships, or trusts) and are purchasing at least CDN$150,000 of Special Warrants are exempt and do not require additional forms (except U.S Persons- see below) but if the corporate Subscriber is subscribing for less than CDN$150,000 amount the corporate Subscriber must qualify as an “accredited investor” as defined by section 7(a)(i)(A) (generally net assets of at least $5 million). [ ] Canadian individual Subscribers who are relying on the Family Friends and Business Associates (“FFBA”) exemption must execute the FFBA Risk Acknowledgement attached as Schedule “C” [ ] The above exemptions from prospectus requirements are the most commonly used. Other exemptions from prospectus and registration requirements may be available for certain other types of Subscribers as described in this document in section 7, if you are relying on one of them please tick this box.