Common use of Deliveries on Filing and Related Matters Clause in Contracts

Deliveries on Filing and Related Matters. (a) The Corporation shall deliver to each of the Agents: (i) prior to the filing of the Final Prospectus with the Canadian Securities Regulators, a “long form” comfort letter dated the date of the Final Prospectus, in form and substance satisfactory to the Agents, acting reasonably, addressed to the Agents and the directors of the Corporation from the Corporation’s Auditors with respect to financial and accounting information relating to the Corporation contained in the Final Prospectus, which letter shall be based on a review by the Corporation’s Auditors within a cut-off date of not more than two Business Days prior to the date of the letter, which letter shall be in addition to any auditors’ consent letter or comfort letter addressed to the Canadian Securities Regulators; and (ii) prior to the filing of the Final Prospectus with the Canadian Securities Regulators, copies of correspondence indicating that the terms of the Offering and the application for the listing and posting for trading on the CSE of the Common Shares has been approved subject only to satisfaction by the Corporation of customary post-closing conditions imposed by the CSE, including meeting the minimum distribution requirements of the CSE (the “Standard Listing Conditions”). (b) During the distribution of the Units: (i) the Corporation and the Agents shall approve in writing, a template version of any Marketing Materials reasonably requested to be provided by any of the Agents to any potential investor of Units, such Marketing Materials to comply with Securities Laws. The Corporation shall file a template version of such Marketing Materials with the Canadian Securities Regulators as soon as reasonably practicable after such Marketing Materials are so approved in writing by the Corporation and the Agents, and in any event on or before the day the Marketing Materials are first provided to any potential investor of Units, and such filing shall constitute the Agents’ authority to use such Marketing Materials in connection with the Offering. Any comparables shall be redacted from the template version in accordance with NI 44-101 prior to filing such template version with the Canadian Securities Regulators and a complete template version containing such comparables and any disclosure relating to the comparables, if any, shall be delivered to the Canadian Securities Regulators by the Corporation. The Corporation shall prepare and file with the Canadian Securities Regulators a revised template version of any Marketing Materials provided to potential investors of Units where required under Securities Laws; (ii) the Corporation and the Agents covenant and agree: (A) not to provide any potential investor of Units or any Selling Firm with any Marketing Materials unless a template version of such Marketing Materials has been filed by the Corporation with the Canadian Securities Regulators on or before the day such Marketing Materials are first provided to any potential investor of Units; and (B) not to provide any potential investor with any materials or information in relation to the distribution of the Units or the Corporation other than: (a) such Marketing Materials that have been approved and filed in accordance with this section 4(b); (b) the Preliminary Prospectus and the Final Prospectus; and (c) any Standard Term Sheets approved in writing by the Corporation and the Agents. (c) The Corporation shall also prepare and deliver promptly to the Agents signed copies of all Supplementary Material required to be filed by the Corporation in compliance with the Securities Laws. (d) Delivery of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material by the Corporation shall constitute the representation and warranty of the Corporation to the Agents that, as at their respective dates of filing: (i) all information and statements (except information and statements relating solely to any of the Agents and provided by the such Agent in writing) contained in the Preliminary Prospectus or the Final Prospectus or any Supplementary Material, as the case may be, are true and correct, in all material respects, and contain no misrepresentation and constitute full, true and plain disclosure of all material facts relating to the Corporation and the Units; (ii) no material fact or information has been omitted therefrom (except facts or information relating solely to any of the Agents) which is required to be stated in such disclosure or is necessary to make the statements or information contained in such disclosure not misleading in light of the circumstances under which they were made; and (iii) except with respect to any information relating solely to any of the Agents and provided by such Agent in writing, such documents comply in all material respects with the requirements of the Securities Laws. Such deliveries shall also constitute the Corporation’s consent to the Agents’ use of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material in connection with the distribution of the Units in the Qualifying Jurisdictions unless otherwise advised in writing. (e) The Corporation shall cause commercial copies of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material to be delivered to the Agents without charge, in such numbers and in such cities as the Agents may reasonably request by written instructions to the Corporation’s financial printer of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material given forthwith after the Agents have been advised that the Corporation has complied with the Securities Laws in the Qualifying Jurisdictions. Such delivery shall be effected as soon as possible and, in any event, within two Business Dats of receipt by the Corporation of printing and delivery instructions from the Agents. (f) Prior to the filing of the Final Prospectus with the Canadian Securities Regulators, the Corporation will use commercially reasonable efforts to file or cause to be filed with the CSE all necessary documents and will use commercially reasonable efforts take or cause to be taken all necessary steps to ensure that the Corporation has obtained all necessary approvals for the Unit Shares, the Warrants and Warrant Shares to be conditionally listed on the CSE, subject only to the Standard Listing Conditions.

Deliveries on Filing and Related Matters. (a) The Corporation shall deliver to each of the AgentsUnderwriter: (i) prior to the filing of the Final Prospectus with the Canadian Securities Regulators, a “long form” comfort letter dated the date of the Final Prospectus, in form and substance satisfactory to the AgentsUnderwriter, acting reasonably, addressed to the Agents Underwriter and the directors of the Corporation Corporation, from the Corporation’s Auditors Auditor with respect to financial and accounting information relating to the Corporation contained in the Final ProspectusProspectus derived from the Corporation’s audited annual financial statements for the years ended December 31, 2019 and 2018, which letter shall be based on a review by the Corporation’s Auditors within a cut-off date of not more than two Business Days prior to the date of the letter, which letter shall be in addition to any auditors’ consent letter letters or comfort letter addressed to the Canadian Securities Regulators; and (ii) prior to the filing of the Final Prospectus with the Canadian Securities Regulators, copies of correspondence indicating that the terms of the Offering and the application for the listing and posting for trading on the CSE TSX of the Common Unit Shares, the Warrant Shares, the Underwriter’s Warrant Shares and the Warrants has been approved for listing subject only to satisfaction by the Corporation of customary post-closing conditions imposed by the CSE, including meeting the minimum distribution requirements of the CSE TSX (the “Standard Listing Conditions”). (b) During the distribution of the Units: (i) the Corporation and the Agents Underwriter shall approve in writing, a template version of any Marketing Materials reasonably requested to be provided by any of the Agents Underwriter to any potential investor of Units, such Marketing Materials to comply with Securities Laws. The Corporation shall file a template version of such Marketing Materials with the Canadian Securities Regulators as soon as reasonably practicable after such Marketing Materials are so approved in writing by the Corporation and the AgentsUnderwriter, and in any event on or before the day the Marketing Materials are first provided to any potential investor of Units, and such filing shall constitute the Agents’ Underwriter’s authority to use such Marketing Materials in connection with the Offering. Any comparables shall be redacted from the template version in accordance with NI 44-101 prior to filing such template version with the Canadian Securities Regulators and a complete template version containing such comparables and any disclosure relating to the comparables, if any, shall be delivered to the Canadian Securities Regulators by the Corporation. The Corporation shall prepare and file with the Canadian Securities Regulators Commissions a revised template version of any Marketing Materials provided to potential investors of Units where required under Securities Laws; (ii) the Corporation and the Agents Underwriter, on a several basis (and not joint, nor joint and several), covenant and agree: (A) not to provide any potential investor of Units or any Selling Firm with any Marketing Materials unless a template version of such Marketing Materials has been filed by the Corporation with the Canadian Securities Regulators on or before the day such Marketing Materials are first provided to any potential investor of Units; and (B) not to provide any potential investor with any materials or information in relation to the distribution of the Units or the Corporation other than: (a) such Marketing Materials that have been approved and filed in accordance with this section 4(b); (b) the Preliminary Prospectus and the Final Prospectus; and (c) any Standard Term Sheets approved in writing by the Corporation and the AgentsUnderwriter. (c) The Corporation shall also prepare and deliver promptly to the Agents Underwriter signed copies of all Supplementary Material required to be filed by the Corporation in compliance with the Securities Laws. (d) Delivery of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material by the Corporation shall constitute the representation and warranty of the Corporation to the Agents Underwriter that, as at their respective dates of filing: (i) all information and statements (except information and statements relating solely to any of the Agents Underwriter and provided by the such Agent Underwriter in writing) contained in the Preliminary Prospectus or the Final Prospectus or and any Supplementary Material, as the case may be, are true and correct, in all material respects, and contain no misrepresentation and constitute full, true and plain disclosure of all material facts relating to the Corporation and the Units; (ii) no material fact or information has been omitted therefrom (except facts or information relating solely to any of the AgentsUnderwriter) which is required to be stated in such disclosure or is necessary to make the statements or information contained in such disclosure not misleading in light of the circumstances under which they were made; and (iii) except with respect to any information relating solely to any of the Agents Underwriter and provided by such Agent the Underwriter in writing, such documents comply in all material respects with the requirements of the Securities Laws. Such deliveries shall also constitute the Corporation’s consent to the Agents’ Underwriter’s use of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material in connection with the distribution of the Units in the Qualifying Jurisdictions unless otherwise advised in writing. (e) The Corporation shall cause commercial copies of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material to be delivered to the Agents Underwriter without charge, in such numbers and in such cities as the Agents Underwriter may reasonably request by written instructions to the Corporation’s financial printer of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material given forthwith after the Agents have Underwriter has been advised that the Corporation has complied with the Securities Laws in the Qualifying Jurisdictions. Such delivery shall be effected as soon as possible and, in any event, within on or before a date which is two Business Dats of receipt by the Corporation of printing and delivery instructions from the Agents. (f) Prior to the filing of the Final Prospectus with Days after the Canadian Securities Regulators, the Corporation will use commercially reasonable efforts to file or cause to be filed with the CSE all necessary documents and will use commercially reasonable efforts take or cause to be taken all necessary steps to ensure that the Corporation has obtained all necessary approvals Regulators have issued a receipt for the Unit SharesPreliminary Prospectus and the Final Prospectus, and on or before a date which is two Business Days after the Warrants and Warrant Shares to be conditionally listed on Canadian Securities Regulators issue receipts for or accept for filing, as the CSEcase may be, subject only to the Standard Listing Conditionsany Supplementary Material.

Deliveries on Filing and Related Matters. (a) The Corporation shall deliver to each of the Agents: (i) Agent prior to the filing of the Final Prospectus Supplement or any Supplementary Material with the Canadian Securities Regulators, a “long form” comfort letter letters dated the date of the Final ProspectusProspectus Supplement or the Supplementary Material, as applicable, in form and substance satisfactory to the AgentsAgent, acting reasonably, addressed to the Agents Agent and the the‌ directors of the Corporation Corporation, from the Corporation’s Auditors Auditor and the BZAM Auditor with respect to financial and accounting information relating to the Corporation or BZAM, as applicable, contained in the Final ProspectusProspectus derived from the Financial Statements or the BZAM Financial Statements, as applicable, which letter from the Corporation’s Auditor shall be based on a review by the Corporation’s Auditors within a cut-off date of not more than two Business Days prior to the date of the letter, which letter shall be in addition to any auditors’ consent letter letters or comfort letter addressed to the Canadian Securities Regulators; and (ii) prior to the filing of the Final Prospectus with the Canadian Securities Regulators, copies of correspondence indicating that the terms of the Offering and the application for the listing and posting for trading on the CSE of the Common Shares has been approved subject only to satisfaction by the Corporation of customary post-closing conditions imposed by the CSE, including meeting the minimum distribution requirements of the CSE (the “Standard Listing Conditions”). (b) During the distribution of the Units: (i) the Corporation and the Agents Agent shall approve in writing, a template version of any Marketing Materials reasonably requested to be provided by any of the Agents Agent to any potential investor of Units, such Marketing Materials to comply with Securities Laws. The Corporation shall file a template version of such Marketing Materials with the Canadian Securities Regulators as soon as reasonably practicable after such Marketing Materials are so approved in writing by the Corporation and the AgentsAgent, and in any event on or before the day the Marketing Materials are first provided to any potential investor of Units, and such filing shall constitute the Agents’ Agent’s authority to use such Marketing Materials in connection with the Offering. Any comparables shall be redacted from the template version in accordance with NI 44-101 prior to filing such template version with the Canadian Securities Regulators and a complete template version containing such comparables and any disclosure relating to the comparables, if any, shall be delivered to the Canadian Securities Regulators by the Corporation. The Corporation shall prepare and file with the Canadian Securities Regulators a revised template version of any Marketing Materials provided to potential investors of Units where required under Securities Laws; (ii) the Corporation and the Agents Agent covenant and agree: (A) not to provide any potential investor of Units or any Selling Firm with any Marketing Materials unless a template version of such Marketing Materials has been filed by the Corporation with the Canadian Securities Regulators on or before the day such Marketing Materials are first provided to any potential investor of Units; and (B) not to provide any potential investor with any materials or information in relation to the distribution of the Units or the Corporation other than: (a) such Marketing Materials that have been approved and filed in accordance with this section 4(b3(b); (b) the Preliminary Prospectus and the Final Prospectus; and (c) any Standard Term Sheets approved in writing by the Corporation and the Agents. (c) The Corporation shall also prepare and deliver promptly to the Agents signed copies of all Supplementary Material required to be filed by the Corporation in compliance with the Securities Laws. (d) Delivery of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material by the Corporation shall constitute the representation and warranty of the Corporation to the Agents that, as at their respective dates of filing: (i) all information and statements (except information and statements relating solely to any of the Agents and provided by the such Agent in writing) contained in the Preliminary Prospectus or the Final Prospectus or any Supplementary Material, as the case may be, are true and correct, in all material respects, and contain no misrepresentation and constitute full, true and plain disclosure of all material facts relating to the Corporation and the Units; (ii) no material fact or information has been omitted therefrom (except facts or information relating solely to any of the Agents) which is required to be stated in such disclosure or is necessary to make the statements or information contained in such disclosure not misleading in light of the circumstances under which they were made; and (iii) except with respect to any information relating solely to any of the Agents and provided by such Agent in writing, such documents comply in all material respects with the requirements of the Securities Laws. Such deliveries shall also constitute the Corporation’s consent to the Agents’ use of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material in connection with the distribution of the Units in the Qualifying Jurisdictions unless otherwise advised in writing. (e) The Corporation shall cause commercial copies of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material to be delivered to the Agents without charge, in such numbers and in such cities as the Agents may reasonably request by written instructions to the Corporation’s financial printer of the Preliminary Prospectus, the Final Prospectus and any Supplementary Material given forthwith after the Agents have been advised that the Corporation has complied with the Securities Laws in the Qualifying Jurisdictions. Such delivery shall be effected as soon as possible and, in any event, within two Business Dats of receipt by the Corporation of printing and delivery instructions from the Agents. (f) Prior to the filing of the Final Prospectus with the Canadian Securities Regulators, the Corporation will use commercially reasonable efforts to file or cause to be filed with the CSE all necessary documents and will use commercially reasonable efforts take or cause to be taken all necessary steps to ensure that the Corporation has obtained all necessary approvals for the Unit Shares, the Warrants and Warrant Shares to be conditionally listed on the CSE, subject only to the Standard Listing Conditions.