Common use of Collection of Personal Information Clause in Contracts

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislationDO NOT COPY 1. The Subscriber hereby acknowledges and consents to the fact that the Issuer is collecting the Subscriber's personal information for the purpose of fulfilling this Agreement, completing the Offering and to maintain the books and records of the Issuer as required by law. The Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed or used by the Issuer to: (a) stock exchanges or securities regulatory authorities; (b) the Issuer's registrar and transfer agent; (c) Canadian tax authorities; (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada); (e) for internal use with respect to managing the relationships between and contractual obligations of the Issuer and the Subscriber; (f) for disclosure to a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (g) for disclosure to professional advisers of the Company in connection with the performance of their professional services to the Issuer or in connection with this Offering; (h) for disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber's prior written consent; (i) for disclosure to a court determining the rights of the parties under this Subscription Agreement; (j) for use and disclosure as otherwise required or permitted by law; and (k) may be included in record books in connection with the Offering and the books and records that the Issuer is required to maintain by law. 2. By executing this Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) for the foregoing purposes and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that if the Subscriber is purchasing Securities as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, ▇▇▇▇▇▇ as to the nature and identity of such undisclosed principal, and any interest that such undisclosed principal has in the Issuer, all as may be required by the Issuer in order to comply with the foregoing. Furthermore, the Subscriber is hereby notified that: SAMPLE (a) the Issuer may deliver to any securities commission having jurisdiction over the Issuer, the Subscriber or this subscription, including any Canadian provincial securities commissions and/or the SEC (collectively, the "Commissions") certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber's full name, residential address and telephone number, the number of Securities or other securities of the Issuer owned by the Subscriber, the number of Securities being purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Securities, as well as the Closing Date prospectus exemption relied on by the Issuer and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Securities; DO NOT COPY (b) such information is being collected indirectly collected by such securities regulatory authority the Commissions under the authority granted to it under them in securities legislation. This information is being collected legislation for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber laws; and (and for certainty, including each Disclosed Principalc) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions may contact their respective public official with respect to questions about the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the Commissions' indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the understands that: (a) The information provided by the Subscriber on the first page of this Subscription Agreement Face Page identifying the name, address and telephone number of the Subscriber, whether the Subscriber is an “insider” of the Fund and/or a “registrant” as each term is defined under the Securities Laws, the number of Units being purchased hereunder and the subscription price, Subscription Amount as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities Units will be disclosed to the applicable securities regulatory authoritySecurities Regulators, and such information is being indirectly collected by such securities regulatory authority Securities Regulators under the authority granted to it under securities legislationSecurities Laws. This information is being collected for the purposes of the administration and enforcement of the Securities Laws and may be disclosed to the public by such Securities Regulators in accordance with securities legislation of the applicable provincelegislation. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection and disclosure of such information by the applicable securities regulatory authorityauthorities in each of the jurisdictions in which the offering of Units is made. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authoritiesthe Securities Regulator, the Subscriber should contact the applicable securities regulatory authority appropriate Securities Regulator at the addresses set out at Schedule "C" in Appendix V attached hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); . (b) the Corporation’s registrar The Subscriber acknowledges and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting consents to the foregoing collection (including fact that the indirect collection of personal information), use and disclosure of Fund and/or the Manager is collecting the Subscriber’s personal informationinformation (as that term is defined under applicable privacy legislation, including, without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar, replacement or supplemental provincial or federal legislation or laws in effect from time to time), or that of each beneficial purchaser for whom it is contracting hereunder, for the purpose of completing this Subscription Agreement. The Subscriber (acknowledges and if applicable, the Disclosed Principal) also consents to the filing of copies Manager and/or the Fund retaining such personal information for as long as permitted or originals required by law or business practices. The Subscriber further acknowledges and consents to the fact that the Manager and/or the Fund may be required by the Securities Laws and the rules and policies of any of stock exchange to provide regulatory authorities with any personal information provided by the Subscriber’s documents described Subscriber in this Subscription Agreement Agreement. In addition to the foregoing, the Subscriber agrees and acknowledges that the Manager and/or the Fund may use and disclose its personal information as may be follows: (i) for internal use with respect to managing the relationships between and contractual obligations of the Manager and/or the Fund and the Subscriber; (ii) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to be filed with any Canada Revenue Agency; (iii) disclosure to stock exchange or exchanges, securities regulatory authorities and other regulatory bodies with jurisdiction with respect to listing applications, prospectus filings, reports of distributions or trades, and other similar regulatory filings; (iv) disclosure to a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (v) disclosure to professional advisers of the Manager and/or the Fund in connection with the transactions performance of their professional services; (vi) disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (vii) by including it in closing books relating to the offering contemplated hereby; (viii) disclosure to a court determining the rights of the parties under this Subscription Agreement; or (ix) for use and disclosure as otherwise required or permitted by law. The contact information for the officer of the Fund who can answer questions about the collection of information by the Fund is as follows: Name and Title: ▇▇▇▇▇▇▇ ▇▇▇▇, Chief Investment Officer Issuer Name: Proof Capital Alternative Income Fund. Address: ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇ Phone No.: (▇▇▇) ▇▇▇-▇▇▇▇ E-mail: ▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇.▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. 5.1 The Subscriber hereby acknowledges and consents to the fact that the Issuer is collecting the Subscriber’s personal information for the purpose of fulfilling this Subscription Agreement and completing the offering. The Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Issuer to (a) stock exchanges or securities regulatory authorities, (b) the Issuer’s registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in the the Private Placement, including legal counsel, and may be included in record books in connection with the offering. By executing this Subscription Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Securities as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the identity of such undisclosed principal as may be required by the Issuer in order to comply with the foregoing. 5.2 Furthermore, the Subscriber is hereby notified that: (a) the Issuer may deliver to a provincial securities commission in Canada and/or the SEC certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Issuer owned by the Subscriber, the number of Securities being purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Securities, as well as the Closing Date prospectus exemption relied on by the Issuer and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Securities, (b) such information is being collected indirectly collected by such a provincial securities regulatory authority commission in Canada under the authority granted to it under in securities legislation. This , and (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyCanada.

Collection of Personal Information. This Subscription Agreement requires and the Subscriber schedules hereto require the Lender to provide certain personal information (respecting the Lender) to the Corporation. (Personal information includes “personal information” as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and the policies of the CSE in effect from time to time). Such information is being collected by the Corporation for the purposes of completing the Offeringconversion of the Converted Debt into Payment Shares, which includes, without limitation, determining the Subscriber’s eligibility of the Lender to purchase acquire the Securities Payment Shares under applicable securities legislationlaws, preparing and registering certificates (or other evidence of subscription) representing the Common Payment Shares and Warrants to be issued to the Subscriber hereunder and completing filings required under applicable Securities Laws or by taxation authorities and any stock exchange or exchange, the Investment Industry Regulatory Organization of Canada and/or securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this In addition, such personal information pursuant to securities legislation and this personal information is also being collected may be used or disclosed by the Corporation for the purpose of administration and enforcement of securities legislationadministering the Corporation’s relationship with the Lender. The Subscriber hereby acknowledges and consents to the collectionFor example, use, and disclosure of certain such personal information may be used by the Corporation to communicate with the Lender (such as by providing annual or quarterly reports), to prepare tax filings and forms or to comply with its obligations under taxation, securities regulatory authorities in Canadaand other laws (such as maintaining a list of holders of shares). If In connection with the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canadaforegoing, the personal information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information Lender may be disclosed by the Corporation to: (ai) any stock exchanges or securities regulatory authorities (including stock exchanges, if applicable)or taxation authorities; (bii) the Corporation’s registrar and transfer agent; agent (c) taxation authoritiesif applicable); and (diii) any of the other parties involved in the Offeringconversion of the Converted Debt into Payment Shares, including legal counsel, and may be included in record books prepared in respect of the transaction. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting Lender hereby consents to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s such personal information. The Subscriber (and if applicable, the Disclosed Principal) Lender also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required provided to be filed the Corporation by or on behalf of the Lender with any stock exchange or securities regulatory authority in connection with relation to the transactions contemplated herebyby this Agreement. The Lender acknowledges that the Lender’s personal information may be delivered to the Ontario Securities Commission and is thereby being collected indirectly by the Ontario Securities Commission under the authority granted to it in securities legislation for the purposes of administration and enforcement of the securities legislation of Ontario. The public official in Ontario who can answer questions about the Ontario Securities Commission’s indirect collection of personal information is: Administrative Support Clerk to the Director of Corporate Finance, Suite 1903, Box ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇, Telephone (▇▇▇) ▇▇▇ ▇▇▇▇.

Collection of Personal Information. This Subscription Agreement requires 11.1 The Subscriber acknowledges and consents to the Subscriber to provide certain fact that the Issuer is collecting the Subscriber’s personal information to the Corporation. Such information is being collected by the Corporation for the purposes purpose of fulfilling this Agreement, completing the Offering, which includes, without limitation, determining maintaining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing books and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each records of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation Issuer, and this personal information is also being collected for the purpose of administration and enforcement of securities legislationcomplying with applicable law. The Subscriber hereby acknowledges and consents to the collection, use, use and disclosure of the Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder): (a) for disclosure to stock exchanges or securities regulatory authorities, the Issuer’s registrar and transfer agent, Canadian tax authorities, authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada), professional advisers of the Issuer, a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure, a court determining the rights of the parties under this Subscription Agreement, or other corporate, tax, law enforcement and/or regulatory authorities; (b) for internal use with respect to managing the relationships between and contractual obligations of the Issuer and the Subscriber; (c) for inclusion in record books in connection with the Offering and the books and records that the Issuer is required to maintain by law; and (d) for use or disclosure as otherwise required or permitted by law, or where such use and disclosure is necessary for legitimate business reasons. 11.2 By executing this Agreement, the Subscriber is deemed to be consenting to the retention by the Issuer, its counsel or agent, of the Subscriber’s personal information for as long as permitted or required by law or business practice. Furthermore, the Subscriber is hereby notified that: SAMPLE (a) the Issuer may deliver to any securities commission having jurisdiction over the Issuer, the Subscriber or this subscription, including any Canadian provincial securities commissions or the United States Securities and Exchange Commission (collectively, the “Commissions”) certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of Securities or other securities of the Issuer owned by the Subscriber, the number of Securities being purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Securities, as well as the Closing Date prospectus exemption relied on by the Issuer and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Securities; DO NOT COPY (b) such information is being collected indirectly collected by such securities regulatory authority the Commissions under the authority granted to it under them in securities legislation. This information is being collected legislation for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber laws; and (and for certainty, including each Disclosed Principalc) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions may contact their respective public official with respect to questions about the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the Commissions’ indirect collection of personal information): British Columbia Securities Commission P.O. Box 10142, use Pacific Centre ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ or ▇-▇▇▇-▇▇▇-▇▇▇▇ Attn: FOI Inquiries, ▇▇▇-▇▇▇▇▇▇▇@▇▇▇▇.▇▇.▇▇ Alberta Securities Commission Suite ▇▇▇, ▇▇▇ - ▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ or ▇-▇▇▇-▇▇▇-▇▇▇▇ Attn: FOIP Coordinator Financial and disclosure of the Subscriber’s personal informationConsumer Affairs Authority Suite ▇▇▇ - ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ Attn: Director Autorité des marchés financiers ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇.▇. ▇▇▇, ▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ or ▇-▇▇▇-▇▇▇-▇▇▇▇ Attn: Corporate Secretary Ontario Securities Commission ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ or ▇-▇▇▇-▇▇▇-▇▇▇▇ Attn: Inquiries Officer Financial and Consumer Services Commission ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, New Brunswick E2L 2J2 ▇▇▇-▇▇▇-▇▇▇▇ or ▇-▇▇▇-▇▇▇-▇▇▇▇ Attn: Chief Executive Officer and Privacy Officer The Subscriber (and if applicableManitoba Securities Commission ▇▇▇ - ▇▇▇ ▇▇. ▇▇▇▇ ▇▇▇▇▇▇ Winnipeg, the Disclosed Principal) also consents to the filing of copies Manitoba R3C 4K5 ▇▇▇-▇▇▇-▇▇▇▇ or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇-▇▇▇-▇▇▇-▇▇▇▇ Attn: Director Nova Scotia Securities Commission PO Box 458, Halifax, Nova Scotia B3J ▇▇▇ ▇▇▇. ▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇. ▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ Attn: Executive Director

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the understands that: The information provided by the Subscriber on the first page of this Subscription Agreement Face Page identifying the name, address and telephone number of the Subscriber, whether the Subscriber is an “insider” of the Fund and/or a “registrant” as each term is defined under the Securities Laws, the number of Units being purchased hereunder and the subscription price, Subscription Amount as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities Units will be disclosed to the applicable securities regulatory authoritySecurities Regulators, and such information is being indirectly collected by such securities regulatory authority Securities Regulators under the authority granted to it under securities legislationSecurities Laws. This information is being collected for the purposes of the administration and enforcement of the Securities Laws and may be disclosed to the public by such Securities Regulators in accordance with securities legislation of the applicable provincelegislation. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection and disclosure of such information by the applicable securities regulatory authorityauthorities in each of the jurisdictions in which the offering of Units is made. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authoritiesthe Securities Regulator, the Subscriber should contact the applicable securities regulatory authority appropriate Securities Regulator at the addresses set out at Schedule "C" heretoin Appendix VII – Contact Information for the Canadian Securities Regulatory Authorities. The Subscriber’s (Subscriber acknowledges and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting consents to the foregoing collection (including fact that the indirect collection of personal information), use and disclosure of Fund and/or the Manager is collecting the Subscriber’s personal informationinformation (as that term is defined under applicable privacy legislation, including, without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar, replacement or supplemental provincial or federal legislation or laws in effect from time to time), or that of each beneficial purchaser for whom it is contracting hereunder, for the purpose of completing this Subscription Agreement. The Subscriber (acknowledges and if applicable, the Disclosed Principal) also consents to the filing of copies Manager and/or the Fund retaining such personal information for as long as permitted or originals required by law or business practices. The Subscriber further acknowledges and consents to the fact that the Manager and/or the Fund may be required by the Securities Laws and the rules and policies of any of stock exchange to provide regulatory authorities with any personal information provided by the Subscriber’s documents described Subscriber in this Subscription Agreement Agreement. In addition to the foregoing, the Subscriber agrees and acknowledges that the Manager and/or the Fund may use and disclose its personal information as may be follows: (i) for internal use with respect to managing the relationships between and contractual obligations of the Manager and/or the Fund and the Subscriber; (ii) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to be filed with any Canada Revenue Agency; (iii) disclosure to stock exchange or exchanges, securities regulatory authorities and other regulatory bodies with jurisdiction with respect to listing applications, prospectus filings, reports of distributions or trades, and other similar regulatory filings; (iv) disclosure to a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (v) disclosure to professional advisers of the Manager and/or the Fund in connection with the transactions performance of their professional services; (vi) disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (vii) by including it in closing books relating to the offering contemplated hereby; (viii) disclosure to a court determining the rights of the parties under this Subscription Agreement; or (ix) for use and disclosure as otherwise required or permitted by law. The contact information for the officer of the Fund who can answer questions about the collection of information by the Fund is as follows: Name and Title: ▇▇▇▇▇▇▇ ▇▇▇▇, Chief Investment Officer of the Promoter1 Issuer Name: Proof Capital Alternative Income Fund Address: ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇ Phone No.: (▇▇▇) ▇▇▇-▇▇▇▇ E-mail: ▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇.▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscriptiona) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, fact that the Corporation and disclosure of certain personal information by securities regulatory authorities in Canada. If the Agent are collecting the Subscriber’s (and any beneficial purchaser for which the Subscriber is resident in or otherwise subject contracting hereunder) personal information for the purpose of completing the Subscriber’s subscription. The Subscriber acknowledges and consents to the securities laws Corporation and the Agent retaining the personal information for so long as permitted or required by applicable in another province law or business practices. The Subscriber further acknowledges and consents to the fact that the Corporation or the Agent may be required by Securities Laws, stock exchange rules and/or Investment Dealers Association of Canada, the Canada rules to provide regulatory authorities any personal information provided by the Subscriber respecting itself (and any beneficial purchaser for which the Subscriber is contracting hereunder). The Subscriber represents and warrants that it has the authority to provide the consents and acknowledgements set out in this paragraph on behalf of all beneficial purchasers for which the first page Subscriber is contracting. In addition to the foregoing, the Subscriber agrees and acknowledges that the Corporation or the Agent, as the case may be, may use and disclose its personal information, or that of each beneficial purchaser for whom it is contracting hereunder, as follows: (i) for internal use with respect to managing the relationships between and contractual obligations of the Corporation, the Agent and the Subscriber or any beneficial purchaser for whom the Subscriber is contracting hereunder; (ii) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to Canada Revenue Agency; (iii) for disclosure to securities regulatory authorities and other regulatory bodies with jurisdiction with respect to reports of trades and similar regulatory filings; (iv) for disclosure to a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (v) for disclosure to professional advisers of the Corporation or the Agent in connection with the performance of their professional services; (vi) for disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (vii) for disclosure to a court determining the rights of the parties under this Subscription Agreement identifying Agreement; or (viii) for use and disclosure as otherwise required or permitted by law. (b) If resident in Ontario, the Subscriber acknowledges that the Corporation is required to file with the Ontario Securities Commission (“OSC”) a report setting out the Subscriber’s name, address and telephone number, the number and type of securities issued, the date of issuance and the purchase price of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed securities issued to the applicable securities regulatory authority, and such Subscriber. Such information is being collected indirectly collected by such securities regulatory authority the OSC under the authority granted to it under in securities legislation. This information is being collected , for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counselOntario. By executing submitting this Subscription Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the authorizes such indirect collection of personal information), use and disclosure the information by the OSC. The following official can answer questions about the OSC’s indirect collection of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents : Administrative Assistant to the filing Director of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.Corporate Finance ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇

Collection of Personal Information. This Subscription Agreement requires and the schedules hereto require the Subscriber to provide certain personal information (respecting the Subscriber and, if applicable, the beneficial purchaser for whom the Subscriber is contracting) to the Corporation. (Personal information includes “personal information” as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and the policies of the TSX in effect from time to time). Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility of the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting, to purchase the Securities Common Shares under applicable securities legislationSecurities Laws, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber hereunder and completing filings required under applicable Securities Laws or by taxation authorities and any stock exchange or exchange, the Investment Industry Regulatory Organization of Canada and/or other securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this In addition, such personal information pursuant to securities legislation and this personal information is also being collected may be used or disclosed by the Corporation for the purpose of administration and enforcement of securities legislation. The administering the Corporation’s relationship with the Subscriber hereby acknowledges and consents to or, if applicable, the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If beneficial purchaser for whom the Subscriber is resident in or otherwise subject contracting. For example, such personal information may be used by the Corporation to communicate with the securities laws applicable in another province of CanadaSubscriber or, if applicable, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that beneficial purchaser for whom the Subscriber is relying on in purchasing contracting (such as by providing annual or quarterly reports), to prepare tax filings and forms or to comply with its obligations under taxation, securities and other laws (such as maintaining a list of holders of shares). In connection with the Securities will be disclosed to foregoing, the applicable securities regulatory authority, and such personal information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certaintyor, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information the beneficial purchaser for whom the Subscriber is contracting, may be disclosed by the Corporation to: (ai) any stock exchanges or securities regulatory authorities (including stock exchanges, if applicable)or taxation authorities; (bii) the Corporation’s registrar and transfer agent; agent (c) taxation authoritiesif applicable); and (diii) any of the other parties involved in the Offering, including legal counsel, and may be included in record books prepared in respect of the Offering. By executing this Subscription Agreement, the Subscriber (and on its own behalf and, if applicable, any other Disclosed Principalon behalf of the beneficial purchaser for whom the Subscriber is contracting) is deemed to be consenting hereby consents to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s such personal information. The Subscriber (and on its own behalf and, if applicable, on behalf of the Disclosed Principalbeneficial purchaser for whom the Subscriber is contracting) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required provided to be filed the Corporation by or on behalf of the Subscriber with any stock exchange or securities regulatory authority in relation to the transactions contemplated by this Subscription. The Subscriber acknowledges that the Subscriber’s personal information and the personal information of any Disclosed Principal may be delivered to the Ontario Securities Commission and is thereby being collected indirectly by the Ontario Securities Commission under the authority granted to it in securities legislation for the purposes of administration and enforcement of the securities legislation of Ontario. The public official in Ontario who can answer questions about the Ontario Securities Commission’s indirect collection of personal information is: Administrative Support Clerk, Suite 1903, Box 5▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇, Telephone (▇▇▇) ▇▇▇-▇▇▇▇. The Subscriber further acknowledges that the Subscriber’s personal information and the personal information of any Disclosed Principal may be delivered to the British Columbia Securities Commission and is thereby being collected indirectly by the British Columbia Securities Commission for the purposes of administration and enforcement of the securities legislation of British Columbia. (Information may be publicly disclosed or made available by the British Columbia Securities Commission, including the name of the Subscriber (or Disclosed Principal), whether such person is an insider or registrant, the number of securities purchased and, in the case of certain non-individual Subscribers, their addresses, telephone numbers and prospectus exemptions relied upon). Questions about British Columbia’s Securities Commission’s indirect collection of personal information may be directed to: British Columbia Securities Commission, P.O. Box 10142, Pacific Centre, 7▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇, Telephone (▇▇▇) ▇▇▇-▇▇▇▇, Toll free across Canada 1-▇▇▇-▇▇▇-▇▇▇▇, Facsimile (▇▇▇) ▇▇▇-▇▇▇▇. The Subscriber also acknowledges and consents to the collection, use and disclosure of the Subscriber’s personal information by the TSX and its affiliates, authorized agents, subsidiaries and divisions, including the TSX for the following purposes: (i) to conduct background checks; (ii) to verify personal information that has been provided about each individual; (iii) to provide disclosure to market participants as to the security holdings of directors, officers, other insiders and promoters of the Corporation or its associates or affiliates; (iv) to conduct enforcement proceedings; and (v) to perform other investigations as required by and to ensure compliance with all applicable rules, policies, rulings and regulations of the TSX, Canadian Securities Laws and other legal and regulatory requirements governing the conduct and protection of the public markets in Canada. As part of this process, the Subscriber further acknowledges that the TSX also collects additional personal information from other sources, including but not limited to, securities regulatory authorities in Canada or elsewhere, investigative, law enforcement or self-regulatory organizations, regulations services providers and each of their subsidiaries, affiliates, regulators and authorized agents, to ensure that the purposes set out above can be accomplished. The personal information collected by the TSX may also be disclosed: (i) to the aforementioned agencies and organizations or as otherwise permitted or required by law and may be used for the purposes described above for their own investigations, and (ii) on the TSX’s website or through printed materials published by or pursuant to the directions of the TSX. The TSX may from time to time use third parties to process information and/or provide other administrative services and may share information with such third party services providers. This Representation Letter is being delivered in connection with the transactions contemplated hereby.execution and delivery of the Subscription Agreement of the undersigned subscriber (the “Subscriber”) in connection with the purchase of common shares (the “Common Shares”) of Acerus Pharmaceuticals Corporation (the “Corporation”). Capitalized terms used herein and not defined herein will have the meanings ascribed thereto in the Subscription Agreement. The Subscriber represents, warrants and covenants to the Corporation (which representations, warranties and covenants will survive the Closing Date) on its own behalf and, if applicable, on behalf of any beneficial purchaser for whom the Subscriber is contracting hereunder to and with the Corporation and acknowledges that the Corporation and its counsel are relying thereon that:

Collection of Personal Information. This The Subscriber acknowledges that this Subscription Agreement requires and Schedule “A” hereto require the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility (or, if applicable, the eligibility of the Disclosed Principal) to purchase the Securities Units under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants Units to be issued to the Subscriber hereunder and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s personal information (and and, if applicable, each the Disclosed Principal’s’s personal information) personal information may be disclosed by the Corporation to: (a) stock exchanges or securities regulatory authorities (including stock exchangesauthorities, if applicable); (b) the Corporation’s registrar and transfer agent; , (c) taxation authoritiesany government agency, board or other entity; and (d) any of the other parties involved in the Offering, including the Corporation, the Agent and their respective legal counsel, and may be included in record books in connection with the Offering. By executing this Subscription Agreement, the Subscriber (and and, if applicable, any other the Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s personal information (and, if applicable, the Disclosed Principal’s personal information). The Subscriber (and and, if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in Section 6.1(r) of this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyhereby and consents to the disclosure of such information to the public through the filing of a report of trade with applicable Securities Regulators. The Subscriber (and, if applicable, the Disclosed Principal) further acknowledges that it has been notified by the Corporation of and authorizes (a) the delivery to the Ontario Securities Commission (the “OSC”) of the full name, residential address and telephone number of the Subscriber (and, if applicable, the Disclosed Principal), the number and type of securities purchased, the total purchase price, the exemption relied upon and the date of distribution; (b) that this information is being collected indirectly by the OSC under the authority granted to it in securities legislation; (c) that this information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario; and (d) that the Administrative Assistant to the Director of Corporate Finance can be contacted at Ontario Securities Commission, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, or at (▇▇▇) ▇▇▇-▇▇▇▇, regarding any questions about the OSC’s indirect collection of this information.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber Investor hereby acknowledges and consents to the collection, use, use and disclosure by the Company and any other of certain personal its authorized representatives of the Personal Information of the Investor and recognizes that this disclosure may result in the disclosure of some or all of the Personal Information becoming public information by securities regulatory authorities in Canada. If and, without limiting the Subscriber is resident in or otherwise subject foregoing, consents to the securities laws disclosure of such Personal Information to the Company and any of its other authorized representatives or to any Governmental Authority; provided that no Personal Information of the Investor shall be provided to the Company, any of its Subsidiaries or any of its other authorized representatives and none of the Company nor any of its Subsidiaries or any other of its authorized representatives shall disclose to the public or any Governmental Authority any Personal Information about the Investor or the Offering, in each case other than as required by applicable law or any Governmental Authority; provided further that the Company shall notify the Investor in another province writing prior to disclosure of Canadaany Personal Information (other than information contained in the 72-503F Report of Trade) and, if requested by the Investor and permitted by applicable laws, use commercially reasonable efforts to seek confidential treatment of such Personal Information at the Company’s cost and expense (the disclosure conditions set forth in this paragraph, the information provided “Disclosure Conditions”). Subject to the Disclosure Conditions, in order to permit the Company to comply with the requirements of the Personal Information Protection and Electronic Documents Act (Canada), the Investor expressly consents to the disclosure by the Subscriber on Company in any submission or filing that the first page Company may be required to make with any Governmental Authority of this Subscription Agreement identifying any Personal Information. The Investor hereby acknowledges and agrees that it (i) will be notified by the name, address and telephone number Company in writing prior to the delivery of the SubscriberPersonal Information to applicable Governmental Authorities, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities Personal Information will be disclosed to collected by the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority Governmental Authority under the authority granted pursuant to it under securities legislation. This information is being Canadian Securities Laws, and that the Personal Information will be collected by the applicable Governmental Authority for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber Canadian Securities Laws, and (and for certainty, including each Disclosed Principalii) hereby authorizes has authorized the indirect collection of such information the Personal Information by the applicable securities regulatory authorityGovernmental Authority, subject to the Disclosure Conditions. In The Personal Information will not be placed on the event public file of any Governmental Authority. However, freedom of information legislation may require the Subscriber Governmental Authority to make this information available if requested. If the Investor has any questions with respect to about the collection and use of the Personal Information and/or the Governmental Authority’s indirect collection of such information by securities regulatory authoritiesthe Personal Information, the Subscriber should Investor hereby acknowledges and agrees that it has been notified to contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicableInquiries Officer, each Disclosed Principal’s) personal information may be disclosed by the Corporation toOntario Securities Commission, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, Telephone: (a▇▇▇) regulatory authorities ▇▇▇-▇▇▇▇, Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇, Facsimile: (including stock exchanges▇▇▇) ▇▇▇-▇▇▇▇, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyEmail: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇.▇▇.

Collection of Personal Information. This The Subscriber acknowledges that this Subscription Agreement requires and Schedule “A” hereto require the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility (or, if applicable, the eligibility of the Disclosed Principal) to purchase the Securities Units under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber hereunder and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s personal information (and and, if applicable, each the Disclosed Principal’s’s personal information) personal information may be disclosed by the Corporation to: (a) stock exchanges or securities regulatory authorities (including stock exchangesauthorities, if applicable); (b) the Corporation’s registrar and transfer agent; , (c) taxation authoritiesany government agency, board or other entity; and (d) any of the other parties involved in the Offering, including the Corporation, the Agent and their respective legal counsel, and may be included in record books in connection with the Offering. By executing this Subscription Agreement, the Subscriber (and and, if applicable, any other the Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s personal information (and, if applicable, the Disclosed Principal’s personal information). The Subscriber (and and, if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in Section 5.1(r) of this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyhereby and consents to the disclosure of such information to the public through the filing of a report of trade with applicable Securities Regulators. The Subscriber (and, if applicable, the Disclosed Principal) further acknowledges that it has been notified by the Corporation of and authorizes (a) the delivery to the Ontario Securities Commission (the “OSC”) of the full name, residential address and telephone number of the Subscriber (and, if applicable, the Disclosed Principal), the number and type of securities purchased, the total purchase price, the exemption relied upon and the date of distribution; (b) that this information is being collected indirectly by the OSC under the authority granted to it in securities legislation; (c) that this information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario; and (d) that the Administrative Assistant to the Director of Corporate Finance can be contacted at Ontario Securities Commission, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, or at (▇▇▇) ▇▇▇-▇▇▇▇, regarding any questions about the OSC’s indirect collection of this information.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the fact that the Company is collecting the Subscriber’s personal information for the purpose of fulfilling this Agreement. The Subscriber acknowledges that its personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be included in record books in connection with the Closing and may be disclosed by the Company to: (a) stock exchanges or securities regulatory authorities, (b) the Company’s registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in this transaction, including the Company’s Counsel. By executing this Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) for the foregoing purposes, and to the retention of such personal information for as long as permitted or required by applicable laws. The Company hereby notifies the Subscriber that: (a) the Company may deliver to any securities commission having jurisdiction over the Company, the Subscriber or this subscription (collectively, the “Commissions”), certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, including the information provided by the Subscriber on the first page of this Subscription Agreement identifying the Subscriber’s full name, residential address and telephone number, the number of Shares or other securities of the Company owned by the Subscriber, the Securities being purchased hereunder number of Shares acquired by the Subscriber, the Outstanding Amount, the prospectus exemption relied on by the Company and the subscription price, as well as date of distribution of the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Shares; (b) such information is being collected indirectly collected by such securities regulatory authority the Commissions under the authority granted to it under them by applicable securities legislation. This laws; (c) such information is being collected for the purposes of the administration and enforcement of applicable securities laws; and (d) the securities legislation of Subscriber may contact the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes following public official in British Columbia with respect to questions about the British Columbia Securities Commission’s indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (following address and if applicabletelephone number: FOI Inquiries British Columbia Securities Commission P.O. Box 10142, each Disclosed Principal’s) personal information may be disclosed by the Corporation toPacific Centre, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇ Telephone: (a▇▇▇) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇▇▇-▇▇▇▇

Collection of Personal Information. This By executing this Subscription Agreement requires Agreement, the Subscriber hereby consents to provide certain the collection, use and disclosure of the personal information to provided herein and other personal information provided by the Corporation. Such information is being Subscriber or collected by the Corporation or its agents as reasonably necessary in connection with the Subscriber’s subscription for the Subscribed Shares (collectively, "personal information") as follows: (a) the Corporation may use personal information and disclose personal information to intermediaries such as the Corporation’s legal counsel and withholding and/or transfer agents for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase invest in the Securities under Subscribed Shares and for managing and administering the Subscriber’s investment in the Subscribed Shares; (b) if the Subscriber purchased securities through a registered dealer, the Corporation may disclose and collect such personal information relating to the Subscriber’s holding of the Subscribed Shares to and from the dealer; (c) the Corporation and its agents may use the Subscriber’s social insurance number for income reporting purposes in accordance with applicable securities law; (d) the Corporation, its agents and advisors, may each collect, use and disclose personal information for the purposes of meeting legal, regulatory, self-regulatory, security and audit requirements (including any applicable tax, securities, money laundering or anti-terrorism legislation, preparing rules or regulations) and registering certificates (as otherwise permitted or required by law, which disclosures may include disclosures to tax, securities or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange regulatory or securities regulatory authority. Securities self-regulatory authorities in each Canada and/or in foreign jurisdictions, if applicable, in connection with the regulatory oversight mandate of such authorities; (e) the Corporation and its agents and advisors may use personal information and disclose personal information to parties connected with the proposed or actual transfer, sale, assignment, merger or amalgamation of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected Corporation or its business or assets or similar transactions, for the purpose of administration permitting such parties to evaluate and/or proceed with and enforcement complete such transaction. Purchasers, assignees and successors of securities legislationthe Corporation or its business or assets may collect, use and disclose personal information as described in this Subscription Agreement. The Subscriber hereby acknowledges and consents to that the collection, useCorporation’s agents or intermediaries may be located outside of Canada, and disclosure of certain personal information may be transferred and/or processed outside of Canada for the purposes described above, and that measures the Issuer may use to protect personal information while handled by securities regulatory agents, intermediaries or other third parties on its behalf, and personal information otherwise disclosed or transferred outside of Canada for the purposes described above, are subject to legal requirements in foreign countries applicable to Issuer or such third parties, for example lawful requirements to disclose personal information to government authorities in Canadathose countries. If the Subscriber is resident in in, or otherwise subject to the applicable securities laws applicable in another province legislation of CanadaOntario, the information provided by Subscriber acknowledges (i) the Subscriber on delivery to the first page Ontario Securities Commission of this Subscription Agreement identifying the Subscriber’s full name, residential address and telephone number, the number and type of securities purchased by the Subscriber, the Securities being purchased hereunder total purchase price, the exemption relied on, and the subscription pricedate of distribution, as well as the Closing Date and the exemption (ii) that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (iii) that such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (iv) that the applicable provinceAdministrative Assistant to the Director of Corporate Finance at the Ontario Securities Commission, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, telephone (▇▇▇) ▇▇▇-▇▇▇▇, can be contacted to answer questions about the Ontario Securities Commission’s indirect collection of such information. Each The Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyOntario Securities Commission.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. 10.1 The Subscriber hereby acknowledges and consents to the fact that the Issuer is collecting the Subscriber’s personal information for the purpose of fulfilling this Agreement and completing the Offering. The Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Issuer to (a) stock exchanges or securities regulatory authorities, (b) the Issuer’s registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in the Offering, including legal counsel, and may be included in record books in connection with the Offering. By executing this Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) for the foregoing purposes and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Shares as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the nature and identity of such undisclosed principal, and any interest that such undisclosed principal has in the Issuer, all as may be required by the Issuer in order to comply with the foregoing. Furthermore, the Subscriber is hereby notified that: (a) the Issuer may deliver to any securities commission having jurisdiction over the Issuer, the Subscriber or this subscription, including any Canadian provincial securities commissions and/or the SEC (collectively, the “Commissions”) certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Issuer owned by the Subscriber, the Securities being number of Shares purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Shares, as well as the Closing Date prospectus exemption relied on by the Issuer and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Shares, (b) such information is being collected indirectly collected by such securities regulatory authority the Commissions under the authority granted to it under them in securities legislation. This , (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of laws, and (d) the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes may contact the following public official in Ontario with respect to questions about the Ontario Securities Commission’s indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s following address and telephone number: Ontario Securities Commission ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇ Phone - ▇-▇▇▇-▇▇▇-▇▇▇▇ (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicableToll-free); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.

Collection of Personal Information. This By executing this Subscription Agreement requires Agreement, the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, use and disclosure of certain the personal information provided herein and other personal information provided by the Subscriber or collected by the Corporation or its agents as reasonably necessary in connection with the Subscriber's subscription for the Subscribed Shares (collectively, "personal information") as follows: (a) the Corporation may use personal information and disclose personal information to intermediaries such as the Corporation's legal counsel and withholding and/or transfer agents for the purposes of determining the Subscriber's eligibility to invest in the Subscribed Shares and for managing and administering the Subscriber's investment in the Subscribed Shares; (b) if the Subscriber purchased securities through a registered dealer, the Corporation may disclose and collect such personal information relating to the Subscriber's holding of the Subscribed Shares to and from the dealer; (c) the Corporation and its agents may use the Subscriber's social insurance number for income reporting purposes in accordance with applicable law; (d) the Corporation, its agents and advisors, may each collect, use and disclose personal information for the purposes of meeting legal, regulatory, self-regulatory, security and audit requirements (including any applicable tax, securities, money laundering or anti-terrorism legislation, rules or regulations) and as otherwise permitted or required by law, which disclosures may include disclosures to tax, securities or other regulatory or self-regulatory authorities in Canada and/or in foreign jurisdictions, if applicable, in connection with the regulatory oversight mandate of such authorities; (e) the Corporation and its agents and advisors may use personal information and disclose personal information to parties connected with the proposed or actual transfer, sale, assignment, merger or amalgamation of the Corporation or its business or assets or similar transactions, for the purpose of permitting such parties to evaluate and/or proceed with and complete such transaction. Purchasers, assignees and successors of the Corporation or its business or assets may collect, use and disclose personal information as described in this Subscription Agreement. The Subscriber acknowledges that the Corporation's agents or intermediaries may be located outside of Canada, and personal information may be transferred and/or processed outside of Canada for the purposes described above, and that measures the Issuer may use to protect personal information while handled by agents, intermediaries or other third parties on its behalf, and personal information otherwise disclosed or transferred outside of Canada for the purposes described above, are subject to legal requirements in foreign countries applicable to Issuer or such third parties, for example lawful requirements to disclose personal information to government authorities in those countries. If the Subscriber is resident in in, or otherwise subject to the applicable securities laws applicable in another province legislation of CanadaOntario, the information provided by Subscriber acknowledges (i) the Subscriber on delivery to the first page Ontario Securities Commission of this Subscription Agreement identifying the Subscriber's full name, residential address and telephone number, the number and type of securities purchased by the Subscriber, the Securities being purchased hereunder total purchase price, the exemption relied on, and the subscription pricedate of distribution, as well as the Closing Date and the exemption (ii) that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (iii) that such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (iv) that the applicable provinceAdministrative Assistant to the Director of Corporate Finance at the Ontario Securities Commission, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, telephone (▇▇▇) ▇▇▇-▇▇▇▇, can be contacted to answer questions about the Ontario Securities Commission's indirect collection of such information. Each The Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyOntario Securities Commission.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the understands that: The information provided by the Subscriber on the first page of this Subscription Agreement Face Page identifying the name, address and telephone number of the Subscriber, whether the Subscriber is an “insider” of the Fund and/or a “registrant” as each term is defined under the Securities Laws, the number of Units being purchased hereunder and the subscription price, Subscription Amount as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities Units will be disclosed to the applicable securities regulatory authoritySecurities Regulators, and such information is being indirectly collected by such securities regulatory authority Securities Regulators under the authority granted to it under securities legislationSecurities Laws. This information is being collected for the purposes of the administration and enforcement of the Securities Laws and may be disclosed to the public by such Securities Regulators in accordance with securities legislation of the applicable provincelegislation. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection and disclosure of such information by the applicable securities regulatory authorityauthorities in each of the jurisdictions in which the offering of Units is made. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authoritiesthe Securities Regulator, the Subscriber should contact the applicable securities regulatory authority appropriate Securities Regulator at the addresses set out at Schedule "C" heretoin Appendix VII – Contact Information for the Canadian Securities Regulatory Authorities. The Subscriber’s (Subscriber acknowledges and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting consents to the foregoing collection (including fact that the indirect collection of personal information), use and disclosure of Fund and/or the Manager is collecting the Subscriber’s personal informationinformation (as that term is defined under applicable privacy legislation, including, without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar, replacement or supplemental provincial or federal legislation or laws in effect from time to time), or that of each beneficial purchaser for whom it is contracting hereunder, for the purpose of completing this Subscription Agreement. The Subscriber (acknowledges and if applicable, the Disclosed Principal) also consents to the filing of copies Manager and/or the Fund retaining such personal information for as long as permitted or originals required by law or business practices. The Subscriber further acknowledges and consents to the fact that the Manager and/or the Fund may be required by the Securities Laws and the rules and policies of any of stock exchange to provide regulatory authorities with any personal information provided by the Subscriber’s documents described Subscriber in this Subscription Agreement Agreement. In addition to the foregoing, the Subscriber agrees and acknowledges that the Manager and/or the Fund may use and disclose its personal information as may be follows: (i) for internal use with respect to managing the relationships between and contractual obligations of the Manager and/or the Fund and the Subscriber; (ii) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to be filed with any Canada Revenue Agency; (iii) disclosure to stock exchange or exchanges, securities regulatory authorities and other regulatory bodies with jurisdiction with respect to listing applications, prospectus filings, reports of distributions or trades, and other similar regulatory filings; (iv) disclosure to a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (v) disclosure to professional advisers of the Manager and/or the Fund in connection with the transactions performance of their professional services; (vi) disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (vii) by including it in closing books relating to the offering contemplated hereby; (viii) disclosure to a court determining the rights of the parties under this Subscription Agreement; or (ix) for use and disclosure as otherwise required or permitted by law. The contact information for the officer of the Fund who can answer questions about the collection of information by the Fund is as follows: Name and Title: ▇▇▇▇▇▇▇ ▇▇▇▇, Chief Investment Officer Issuer Name: Proof Capital Alternative Income Fund Address: ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇ Phone No.: (▇▇▇) ▇▇▇-▇▇▇▇ E-mail: ▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇.▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. 5.1 The Subscriber hereby acknowledges and consents to the fact that the Issuer is collecting the Subscriber’s personal information for the purpose of fulfilling this Subscription Agreement and completing the offering. The Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Issuer to (a) stock exchanges or securities regulatory authorities, (b) the Issuer’s registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in the US Offering, including legal counsel, and may be included in record books in connection with the offering. By executing this Subscription Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Securities as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the identity of such undisclosed principal as may be required by the Issuer in order to comply with the foregoing. 5.2 Furthermore, the Subscriber is hereby notified that: (a) the Issuer may deliver to a provincial securities commission in Canada and/or the SEC certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Issuer owned by the Subscriber, the number of Securities being purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Securities, as well as the Closing Date prospectus exemption relied on by the Issuer and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Securities, (b) such information is being collected indirectly collected by such a provincial securities regulatory authority commission in Canada under the authority granted to it under in securities legislation. This , and (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyCanada.

Collection of Personal Information. This By executing this Subscription Agreement requires Agreement, the Subscriber hereby consents to provide certain the collection, use and disclosure of the personal information to provided herein and other personal information provided by the Corporation. Such information is being Subscriber or collected by the Corporation or its agents as reasonably necessary in connection with the Subscriber’s subscription for the Subscribed Shares (collectively, “personal information”) as follows: (a) the Corporation may use personal information and disclose personal information to intermediaries such as the Corporation’s legal counsel and withholding and/or transfer agents for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase invest in the Securities under Subscribed Shares and for managing and administering the Subscriber’s investment in the Subscribed Shares; (b) if the Subscriber purchased securities through a registered dealer, the Corporation may disclose and collect such personal information relating to the Subscriber’s holding of the Subscribed Shares to and from the dealer; (c) the Corporation and its agents may use the Subscriber’s social insurance number for income reporting purposes in accordance with applicable securities law; (d) the Corporation, its agents and advisors, may each collect, use and disclose personal information for the purposes of meeting legal, regulatory, self-regulatory, security and audit requirements (including any applicable tax, securities, money laundering or anti-terrorism legislation, preparing rules or regulations) and registering certificates (as otherwise permitted or required by law, which disclosures may include disclosures to tax, securities or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange regulatory or securities regulatory authority. Securities self-regulatory authorities in each Canada and/or in foreign jurisdictions, if applicable, in connection with the regulatory oversight mandate of such authorities; (e) the Corporation and its agents and advisors may use personal information and disclose personal information to parties connected with the proposed or actual transfer, sale, assignment, merger or amalgamation of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected Corporation or its business or assets or similar transactions, for the purpose of administration permitting such parties to evaluate and/or proceed with and enforcement complete such transaction. Purchasers, assignees and successors of securities legislationthe Corporation or its business or assets may collect, use and disclose personal information as described in this Subscription Agreement. The Subscriber hereby acknowledges and consents to that the collection, useCorporation’s agents or intermediaries may be located outside of Canada, and disclosure of certain personal information may be transferred and/or processed outside of Canada for the purposes described above, and that measures the Issuer may use to protect personal information while handled by securities regulatory agents, intermediaries or other third parties on its behalf, and personal information otherwise disclosed or transferred outside of Canada for the purposes described above, are subject to legal requirements in foreign countries applicable to Issuer or such third parties, for example lawful requirements to disclose personal information to government authorities in Canadathose countries. If the Subscriber is resident in in, or otherwise subject to the applicable securities laws applicable in another province legislation of CanadaOntario, the information provided by Subscriber acknowledges (i) the Subscriber on delivery to the first page Ontario Securities Commission of this Subscription Agreement identifying the Subscriber’s full name, residential address and telephone number, the number and type of securities purchased by the Subscriber, the Securities being purchased hereunder total purchase price, the exemption relied on, and the subscription pricedate of distribution, as well as the Closing Date and the exemption (ii) that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (iii) that such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (iv) that the applicable provinceAdministrative Assistant to the Director of Corporate Finance at the Ontario Securities Commission, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, telephone (▇▇▇) ▇▇▇-▇▇▇▇, can be contacted to answer questions about the Ontario Securities Commission’s indirect collection of such information. Each The Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyOntario Securities Commission.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the fact that the Corporation is collecting the Subscriber’s personal information for the purpose of fulfilling this Subscription Agreement and completing the Offering. The Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Corporation to (a) stock exchanges or securities regulatory authorities (including the Ontario Securities Commission as referred to below), (b) the Corporation's registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in the Offering, including legal counsel, and may be included in record books in connection with the Offering. By executing this Subscription Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Shares as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the identity of such undisclosed principal as may be required by the Corporation in order to comply with the foregoing. Furthermore, the Subscriber is hereby notified that: (a) the Corporation may deliver to the Ontario Securities Commission certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, including such Subscriber’s full name, residential address and telephone number, the information provided number of Shares purchased by the Subscriber and the total purchase price paid for such Shares, the prospectus exemption relied on by the first page Corporation and the date of this Subscription Agreement identifying the name, address and telephone number distribution of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Shares, (b) such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (d) the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes may contact the following public official in Ontario with respect to questions about the Ontario Securities Commission’s indirect collection of such information by at the applicable securities regulatory authority. In the event the Subscriber has any questions with respect following address and telephone number: Administrative Assistant to the indirect collection Director of such information by securities regulatory authoritiesCorporate Finance Ontario Securities Commission Suite 1903, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicableBox ▇▇, each Disclosed Principal’s) personal information may be disclosed by the Corporation to▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Toronto, Ontario, M5H 3S8 Telephone: (a▇▇▇) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇▇▇-▇▇▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, fact that the Corporation and disclosure of certain personal information by securities regulatory authorities in Canada. If the Underwriter are collecting the Subscriber’s (and any beneficial purchaser for which the Subscriber is resident contracting hereunder) personal information (as that term is defined under applicable privacy legislation, including, without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws in or otherwise subject effect from time to time) for the purpose of completing the Subscriber’s subscription. The Subscriber acknowledges and consents to the securities laws Corporation and Underwriter retaining the personal information for so long as permitted or required by applicable in another province law or business practices. The Subscriber further acknowledges and consents to the fact that the Corporation or the Underwriter may be required by Securities Laws, stock exchange rules and/or Investment Dealers Association of Canada, the Canada rules to provide regulatory authorities any personal information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address respecting itself (and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that any beneficial purchaser for which the Subscriber is relying contracting hereunder). The Subscriber represents and warrants that it has the authority to provide the consents and acknowledgements set out in this paragraph on in purchasing behalf of all beneficial purchasers for which the Securities will be disclosed Subscriber is contracting. In addition to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authoritiesforegoing, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (agrees and if applicable, each Disclosed Principal’s) personal information may be disclosed by acknowledges that the Corporation to: (a) regulatory authorities (including stock exchangesor the Underwriter, if applicable); (b) as the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offeringcase may be, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), may use and disclosure of disclose the Subscriber’s personal information. The , or that of each beneficial purchaser for whom the Subscriber are contracting hereunder, as follows: (a) for internal use with respect to managing the relationships between and if applicablecontractual obligations of the Corporation, the Disclosed PrincipalUnderwriter and the Subscriber or any beneficial purchaser for whom the Subscriber is contracting hereunder; (b) also consents for use and disclosure to the filing Corporation’s transfer agent and registrar; (c) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to Canada Revenue Agency; (d) disclosure to securities regulatory authorities (including the TSXV) and other regulatory bodies with jurisdiction with respect to reports of copies trade and similar regulatory filings; (e) disclosure to a governmental or originals of any other authority (including the TSXV) to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (f) disclosure to professional advisers of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange Corporation or securities regulatory authority the Underwriter in connection with the transactions contemplated herebyperformance of their professional services; (g) disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (h) disclosure to a court determining the rights of the parties under this Subscription Agreement; or (i) for use and disclosure as otherwise required or permitted by law. The Subscriber further acknowledges and agrees that the TSXV collects personal information in forms submitted by the Corporation, which will include personal information regarding the Subscriber. The Subscriber agrees that the TSXV may use this information in the manner provided for in Appendix 6(a) to the TSXV Corporate Finance Policy Manual, a copy of which is attached as Schedule “F” to this Subscription Agreement.

Collection of Personal Information. This Subscription Agreement requires and the Subscriber schedules hereto require the Lender to provide certain personal information (respecting the Lender) to the Corporation. (Personal information includes "personal information" as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and the policies of the NASDAQ in effect from time to time). Such information is being collected by the Corporation for the purposes of completing the Offeringconversion of the Debt into Payment Shares, which includes, without limitation, determining the Subscriber’s eligibility of the Lender to purchase acquire the Securities Payment Shares under applicable securities legislationlaws, preparing and registering certificates (or other evidence of subscription) representing the Common Payment Shares and Warrants to be issued to the Subscriber hereunder and completing filings required under applicable Securities Laws or by taxation authorities and any stock exchange or exchange, the Investment Industry Regulatory Organization of Canada and/or securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this In addition, such personal information pursuant to securities legislation and this personal information is also being collected may be used or disclosed by the Corporation for the purpose of administration and enforcement of securities legislationadministering the Corporation’s relationship with the Lender. The Subscriber hereby acknowledges and consents to the collectionFor example, use, and disclosure of certain such personal information may be used by the Corporation to communicate with the Lender (such as by providing annual or quarterly reports), to prepare tax filings and forms or to comply with its obligations under taxation, securities regulatory authorities in Canadaand other laws (such as maintaining a list of holders of shares). If In connection with the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canadaforegoing, the personal information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information Lender may be disclosed by the Corporation to: (ai) any stock exchanges or securities regulatory authorities (including stock exchanges, if applicable)or taxation authorities; (bii) the Corporation’s registrar and transfer agent; agent (c) taxation authoritiesif applicable); and (diii) any of the other parties involved in the Offeringconversion of the Debt into Payment Shares, including legal counsel, and may be included in record books prepared in respect of the transaction. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting Lender hereby consents to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s such personal information. The Subscriber (and if applicable, the Disclosed Principal) Lender also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required provided to be filed the Corporation by or on behalf of the Lender with any stock exchange or securities regulatory authority in connection with relation to the transactions contemplated herebyby this Agreement. The Lender acknowledges that the Lender’s personal information may be delivered to the Ontario Securities Commission and is thereby being collected indirectly by the Ontario Securities Commission under the authority granted to it in securities legislation for the purposes of administration and enforcement of the securities legislation of Ontario. The public official in Ontario who can answer questions about the Ontario Securities Commission’s indirect collection of personal information is: Administrative Support Clerk to the Director of Corporate Finance, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇, Telephone (▇▇▇) ▇▇▇ ▇▇▇▇.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the understands that: The information provided by the Subscriber on the first page of this Subscription Agreement Face Page identifying the name, address and telephone number of the Subscriber, whether the Subscriber is an “insider” of the Fund and/or a “registrant” as each term is defined under the Securities Laws, the number of Units being purchased hereunder and the subscription price, Subscription Amount as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities Units will be disclosed to the applicable securities regulatory authoritySecurities Regulators, and such information is being indirectly collected by such securities regulatory authority Securities Regulators under the authority granted to it under securities legislationSecurities Laws. This information is being collected for the purposes of the administration and enforcement of the Securities Laws and may be disclosed to the public by such Securities Regulators in accordance with securities legislation of the applicable provincelegislation. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection and disclosure of such information by the applicable securities regulatory authorityauthorities in each of the jurisdictions in which the offering of Units is made. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authoritiesthe Securities Regulator, the Subscriber should contact the applicable securities regulatory authority appropriate Securities Regulator at the addresses set out at Schedule "C" heretoin Appendix VII – Contact Information for the Canadian Securities Regulatory Authorities. The Subscriber’s (Subscriber acknowledges and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting consents to the foregoing collection (including fact that the indirect collection of personal information), use and disclosure of Fund and/or the Manager is collecting the Subscriber’s personal informationinformation (as that term is defined under applicable privacy legislation, including, without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar, replacement or supplemental provincial or federal legislation or laws in effect from time to time), or that of each beneficial purchaser for whom it is contracting hereunder, for the purpose of completing this Subscription Agreement. The Subscriber (acknowledges and if applicable, the Disclosed Principal) also consents to the filing of copies Manager and/or the Fund retaining such personal information for as long as permitted or originals required by law or business practices. The Subscriber further acknowledges and consents to the fact that the Manager and/or the Fund may be required by the Securities Laws and the rules and policies of any of stock exchange to provide regulatory authorities with any personal information provided by the Subscriber’s documents described Subscriber in this Subscription Agreement Agreement. In addition to the foregoing, the Subscriber agrees and acknowledges that the Manager and/or the Fund may use and disclose its personal information as may be follows: (i) for internal use with respect to managing the relationships between and contractual obligations of the Manager and/or the Fund and the Subscriber; (ii) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to be filed with any Canada Revenue Agency; (iii) disclosure to stock exchange or exchanges, securities regulatory authorities and other regulatory bodies with jurisdiction with respect to listing applications, prospectus filings, reports of distributions or trades, and other similar regulatory filings; (iv) disclosure to a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (v) disclosure to professional advisers of the Manager and/or the Fund in connection with the transactions performance of their professional services; (vi) disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (vii) by including it in closing books relating to the offering contemplated hereby; (viii) disclosure to a court determining the rights of the parties under this Subscription Agreement; or (ix) for use and disclosure as otherwise required or permitted by law. The contact information for the officer of the Fund who can answer questions about the collection of information by the Fund is as follows: Name and Title: ▇▇▇▇▇▇▇ ▇▇▇▇, Chief Investment Officer of the Promoter1 Issuer Name: Proof Capital Alternative Growth Fund Address: ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇ Phone No.: (▇▇▇) ▇▇▇-▇▇▇▇ E-mail: ▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇.▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" B hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.

Collection of Personal Information. This Subscription Agreement requires and the schedules hereto require the Subscriber to provide certain personal information (respecting the Subscriber and, if applicable, the beneficial purchaser for whom the Subscriber is contracting) to the CorporationCompany. (Personal information includes “personal information” as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and the policies of the TSXV in effect from time to time). Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility of the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting, to purchase the Securities under applicable securities legislationlaws, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants Securities to be issued to the Subscriber hereunder and completing filings required under applicable Securities Laws or by taxation authorities and any stock exchange or exchange, the Investment Industry Regulatory Organization of Canada and/or securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this In addition, such personal information pursuant to securities legislation and this personal information is also being collected may be used or disclosed by the Company for the purpose of administration administering the Company’s relationship with the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting. For example, such personal information may be used by the Company to communicate with the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting (such as by providing annual or quarterly reports), to prepare tax filings and enforcement forms or to comply with its obligations under taxation, securities and other laws (such as maintaining a list of holders of shares). In connection with the foregoing, the personal information of the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting, may be disclosed by the Company to: (i) any stock exchanges or securities legislationregulatory or taxation authorities; (ii) the Company’s registrar and Transfer Agent (if applicable); and (iii) any of the other parties involved in the Offering, including legal counsel, and may be included in record books prepared in respect of the Offering. The By executing this Subscription Agreement, the Subscriber (on its own behalf and, if applicable, on behalf of the beneficial purchaser for whom the Subscriber is contracting) hereby acknowledges and consents to the collection, use, use and disclosure of certain such personal information by securities regulatory authorities in Canadainformation. If The Subscriber (on its own behalf and, if applicable, on behalf of the beneficial purchaser for whom the Subscriber is resident in or otherwise subject contracting) also consents to the filing of copies or originals of any of the documents provided to the Company by or on behalf of the Subscriber with any securities laws applicable regulatory authority in another province relation to the transactions contemplated by this Subscription. The Subscriber acknowledges and agrees that the Subscriber has been notified by the Company: (i) of Canadathe delivery to the Securities Commissions of Personal Information pertaining to the Subscriber, including, without limitation, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the full name, residential address and telephone number of the Subscriber, the Securities being number and type of securities purchased hereunder and the subscription price, as well as total purchase price paid in respect of the Closing Date and the exemption purchased securities; (ii) that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such this information is being collected indirectly collected by such the securities regulatory authority commissions under the authority granted to it them under securities legislation. This ; (iii) that this information is being collected for the purposes of the administration and enforcement of the securities legislation of Canada; and (iv) that the applicable province. Each Subscriber (title, business address and for certainty, including business telephone number of the public official of each Disclosed Principal) hereby authorizes of the securities commissions who can answer questions about the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Personal Information is attached hereto as Schedule "C" hereto. D. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; not an individual and (di) if a member of the “Pro Group” (as described below), or (ii) if (or will be after completion of the Offering) an “Insider” (as described below), or (iii) will be a holder of more than 5% of the listed shares after completion of the Offering, either [check appropriate box]: has previously filed with the TSX Venture Exchange (the “TSXV”) a Form 4C, Corporate Placee Registration Form, represents and warrants that there has been no change to any of the other parties involved information in the Offering, including legal counsel. By executing this Agreement, Corporate Placee Registration Form previously filed with the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting TSXV up to the foregoing collection (including date hereof; or hereby delivers a completed Form 4C, Corporate Placee Registration Form, in the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents form attached as Appendix A to this Schedule B to the Company for filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyTSXV.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. 9.1 The Subscriber hereby acknowledges and consents to the fact that the Company is collecting the Subscriber's personal information for the purpose of fulfilling this Subscription Agreement and completing the Offering. The Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Company to (a) stock exchanges or securities regulatory authorities, (b) the Company's registrar and transfer agent, (c) tax authorities, (d) law enforcement authorities, (e) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (f) any of the other parties involved in the Offering, including legal counsel, and may be included in record books in connection with the Offering. By executing this Subscription Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Shares as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the identity of such undisclosed principal as may be required by the Company in order to comply with the foregoing. 9.2 Furthermore, the Subscriber is hereby notified that: (a) the Corporation may deliver to the Ontario Securities Commission and/or the SEC certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Corporation owned by the Subscriber, the Securities being number of Units purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Units, as well as the Closing Date prospectus exemption relied on by the Corporation and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Units, (b) such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (d) the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes may contact the following public official in Ontario with respect to questions about the Ontario Securities Commission’s indirect collection of such information by at the applicable securities regulatory authority. In the event the Subscriber has any questions with respect following address and telephone number: Administrative Assistant to the indirect collection Director of such information by securities regulatory authoritiesCorporate Finance Ontario Securities Commission ▇▇▇▇▇ ▇▇▇▇, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable▇▇▇ ▇▇, each Disclosed Principal’s) personal information may be disclosed by the Corporation to▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇ Telephone: (a▇▇▇) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇▇▇-▇▇▇▇

Collection of Personal Information. This Subscription Agreement requires and the schedules hereto require the Subscriber to provide certain personal information (respecting the Subscriber and, if applicable, the beneficial purchaser for whom the Subscriber is contracting) to the CorporationCorporation and the Underwriters. Personal information includes "personal information" as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and, if applicable, the rules and policies of the Exchanges in effect from time to time. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility of the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting, to purchase the Securities Units under applicable securities legislationSecurities Laws, preparing and registering certificates (or other evidence of subscription) representing the Common Unit Shares and Unit Warrants to be issued to the Subscriber hereunder and completing filings required under applicable Securities Laws or by taxation authorities and any stock exchange or exchange, the Canadian Investment Regulatory Organization and/or securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this In addition, such personal information pursuant to securities legislation and this personal information is also being collected may be used or disclosed by the Corporation for the purpose of administration and enforcement of securities legislation. The administering the Corporation's relationship with the Subscriber hereby acknowledges and consents to or, if applicable, the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If beneficial purchaser for whom the Subscriber is resident in or otherwise subject contracting. For example, such personal information may be used by the Corporation to communicate with the securities laws applicable in another province of CanadaSubscriber or, if applicable, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that beneficial purchaser for whom the Subscriber is relying on in purchasing contracting (such as by providing annual or quarterly reports), to prepare tax filings and forms or to comply with its obligations under taxation, securities and other laws (such as maintaining a list of holders of shares). In connection with the Securities will be disclosed to foregoing, the applicable securities regulatory authority, and such personal information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certaintyor, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information the beneficial purchaser for whom the Subscriber is contracting, may be disclosed by the Corporation to: (ai) any stock exchanges or securities regulatory authorities (including stock exchanges, if applicable)or taxation authorities; (bii) the Corporation’s 's registrar and transfer agent; (c) taxation authorities; and (diii) any of the other parties involved in the Offering, including legal counsel, and may be included in record books prepared in respect of the Offering. By executing this Subscription Agreement, the Subscriber (and on its own behalf and, if applicable, any other Disclosed Principalon behalf of the beneficial purchaser for whom the Subscriber is contracting) is deemed to be consenting hereby consents to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s such personal information. The Subscriber (and on its own behalf and, if applicable, on behalf of the Disclosed Principalbeneficial purchaser for whom the Subscriber is contracting) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required provided to be filed the Corporation by or on behalf of the Subscriber with any stock exchange or exchange, securities regulatory authority in connection with relation to the transactions contemplated herebyby this Subscription. The Subscriber acknowledges that the Subscriber's personal information and the personal information of any Disclosed Principal may be delivered to the Canadian securities commissions under the authority granted to them under securities legislation for the purposes of administration and enforcement of the securities legislation of the applicable Canadian province. The public official of such Canadian province who can answer questions about such indirect collection of personal information is set forth on Schedule "G". The Subscriber also acknowledges and consents to the collection, use and disclosure of the Subscriber's personal information by the Exchanges and its affiliates, authorized agents, subsidiaries and divisions, including the Exchanges for the following purposes: (i) to conduct background checks, (ii) to verify personal information that has been provided about each individual, (iii) to provide disclosure to market participants as to the security holdings of directors, officers, other insiders and promoters of the Corporation or its associates or affiliates, (iv) to conduct enforcement proceedings, and (v) to perform other investigations as required by and to ensure compliance with all applicable rules, policies, rulings and regulations of the Exchanges, Securities Laws and other legal and regulatory requirements governing the conduct and protection of the public markets in Canada. As part of this process, the Subscriber further acknowledges that the Exchanges also collects additional personal information from other sources, including but not limited to, securities regulatory authorities in Canada or elsewhere, investigative, law enforcement or self-regulatory organizations, regulations services providers and each of their subsidiaries, affiliates, regulators and authorized agents, to ensure that the purposes set out above can be accomplished. The personal information collected by the Exchanges may also be disclosed: (i) to the aforementioned agencies and organizations or as otherwise permitted or required by law and may be used for the purposes described above for their own investigations, and (ii) on the Exchanges' website or through printed materials published by or pursuant to the directions of the Exchanges. The Exchanges may from time to time use third parties to process information and/or provide other administrative services and may share information with such third party services providers. Alberta Securities Commission Suite ▇▇▇, ▇▇▇ – ▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ British Columbia Securities Commission P.O. Box 10142, Pacific Centre ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Inquiries: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇.▇▇ The Manitoba Securities Commission ▇▇▇ – ▇▇▇ ▇▇. ▇▇▇▇ ▇▇▇▇▇▇ Winnipeg, Manitoba R3C 4K5 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Manitoba ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Financial and Consumer Services Commission (New Brunswick) ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, New Brunswick E2L 2J2 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇@▇▇▇▇.▇▇ Government of Newfoundland and Labrador Financial Services Regulation Division P.O. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Drive St. John's, Newfoundland and Labrador A1B 4J6 Attention: Director of Securities Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Nova Scotia Securities Commission ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ P.O. Box 458 Halifax, Nova Scotia B3J 2P8 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Ontario Securities Commission ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: (416) ▇▇▇- ▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇.▇▇ Public official contact regarding indirect collection of information: Inquiries Officer ▇▇▇▇▇▇ ▇▇▇▇▇▇ Island Securities Office ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4th Floor ▇▇▇▇ Building P.O. Box 2000 Charlottetown, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Island C1A 7N8 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Autorité des marchés financiers ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇.▇. ▇▇▇, ▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ or ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ (For filing purposes only) Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ (For privacy requests only) Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇.▇▇ (For corporate finance issuers); ▇▇▇▇▇_▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇.▇▇ (For investment fund issuers) Financial and Consumer Affairs Authority of Saskatchewan Suite ▇▇▇ - ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Saskatchewan S4P 4H2 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. 10.1 The Subscriber hereby acknowledges and consents to the fact that the Company is collecting the Subscriber’s personal information for the purpose of fulfilling this Subscription Agreement and completing the Offering. The Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Company to (a) stock exchanges or securities regulatory authorities, (b) the Company’s registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in the Offering, including legal counsel, and may be included in record books in connection with the Offering. By executing this Subscription Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Securities as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the identity of such undisclosed principal as may be required by the Company in order to comply with the foregoing. 10.2 Furthermore, the Subscriber is hereby notified that: (a) the Corporation may deliver to the Ontario Securities Commission and/or the SEC certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Corporation owned by the Subscriber, the Securities being number of Units purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Units, as well as the Closing Date prospectus exemption relied on by the Corporation and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Units, (b) such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (d) the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes may contact the following public official in Ontario with respect to questions about the Ontario Securities Commission’s indirect collection of such information by at the applicable securities regulatory authority. In the event the Subscriber has any questions with respect following address and telephone number: Administrative Assistant to the indirect collection Director of such information by securities regulatory authoritiesCorporate Finance Ontario Securities Commission ▇▇▇▇▇ ▇▇▇▇, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable▇▇▇ ▇▇, each Disclosed Principal’s) personal information may be disclosed by the Corporation to▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇ Telephone: (a▇▇▇) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇▇▇-▇▇▇▇

Collection of Personal Information. This By executing this Subscription Agreement requires Agreement, the Subscriber hereby consents to provide certain the collection, use and disclosure of the personal information to provided herein and other personal information provided by the Corporation. Such information is being Subscriber or collected by the Corporation or its agents as reasonably necessary in connection with the Subscriber’s subscription for the Subscribed Shares (collectively, “personal information”) as follows: (a) the Corporation may use personal information and disclose personal information to intermediaries such as the Corporation’s legal counsel and withholding and/or transfer agents for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase invest in the Securities under Subscribed Shares and for managing and administering the Subscriber’s investment in the Subscribed Shares; (b) if the Subscriber purchased securities through a registered dealer, the Corporation may disclose and collect such personal information relating to the Subscriber’s holding of the Subscribed Shares to and from the dealer; (c) the Corporation and its agents may use the Subscriber’s social insurance number for income reporting purposes in accordance with applicable securities law; (d) the Corporation, its agents and advisors, may each collect, use and disclose personal information for the purposes of meeting legal, regulatory, self-regulatory, security and audit requirements (including any applicable tax, securities, money laundering or anti-terrorism legislation, preparing rules or regulations) and registering certificates (as otherwise permitted or required by law, which disclosures may include disclosures to tax, securities or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange regulatory or securities regulatory authority. Securities self-regulatory authorities in each Canada and/or in foreign jurisdictions, if applicable, in connection with the regulatory oversight mandate of such authorities; (e) the Corporation and its agents and advisors may use personal information and disclose personal information to parties connected with the proposed or actual transfer, sale, assignment, merger or amalgamation of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected Corporation or its business or assets or similar transactions, for the purpose of administration permitting such parties to evaluate and/or proceed with and enforcement complete such transaction. Purchasers, assignees and successors of securities legislationthe Corporation or its business or assets may collect, use and disclose personal information as described in this Subscription Agreement. The Subscriber hereby acknowledges and consents to that the collection, useCorporation’s agents or intermediaries may be located outside of Canada, and disclosure of certain personal information may be transferred and/or processed outside of Canada for the purposes described above, and that measures the Issuer may use to protect personal information while handled by securities regulatory agents, intermediaries or other third parties on its behalf, and personal information otherwise disclosed or transferred outside of Canada for the purposes described above, are subject to legal requirements in foreign countries applicable to Issuer or such third parties, for example lawful requirements to disclose personal information to government authorities in Canadathose countries. If the Subscriber is resident in in, or otherwise subject to the applicable securities laws applicable in another province legislation of CanadaOntario, the information provided by Subscriber acknowledges (i) the Subscriber on delivery to the first page Ontario Securities Commission of this Subscription Agreement identifying the Subscriber’s full name, residential address and telephone number, the number and type of securities purchased by the Subscriber, the Securities being purchased hereunder total purchase price, the exemption relied on, and the subscription pricedate of distribution, as well as the Closing Date and the exemption (ii) that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (iii) that such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (iv) that the applicable provinceAdministrative Assistant to the Director of Corporate Finance at the Ontario Securities Commission, S▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇, 2▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, telephone (▇▇▇) ▇▇▇-▇▇▇▇, can be contacted to answer questions about the Ontario Securities Commission’s indirect collection of such information. Each The Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyOntario Securities Commission.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the fact that the Company is collecting the Subscriber’s personal information for the purpose of fulfilling this Subscription Agreement and completing the subscription. The Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Company to (a) stock exchanges or securities regulatory authorities, (b) the Company's registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the PCMLTFA and (e) any of the other parties involved in the subscription, including legal counsel, and may be included in record books prepared in connection with the Offering. By executing this Subscription Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) for the foregoing purposes and for the purposes described in Schedule “B” to this Subscription Agreement and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Securities as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the nature and identity of such undisclosed principal, and any interest that such undisclosed principal has in the Company, all as may be required by the Company in order to comply with the foregoing. (a) the Company may deliver to any securities commission having jurisdiction over the Company, the Subscriber or this subscription, including the British Columbia Securities Commission, the Alberta Securities Commission and the Ontario Securities Commission and/or the SEC (collectively, the “Commissions”) certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Company owned by the Subscriber, the number of Securities being purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Securities, as well as the Closing Date prospectus exemption relied on by the Company and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Securities, (b) such information is being collected indirectly collected by such securities regulatory authority the Company under the authority granted to it under them in securities legislation. This , (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of laws, and (d) the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes may contact the following public official in Ontario with respect to questions about the Ontario Securities Commission’s indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (following address and if applicabletelephone number: Administrative Support Clerk Ontario Securities Commission ▇▇▇▇▇ ▇▇▇▇, each Disclosed Principal’s) personal information may be disclosed by the Corporation to▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇ Telephone: (a▇▇▇) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇▇▇-▇▇▇▇

Collection of Personal Information. This Subscription Agreement requires and the Subscriber schedules hereto require the Lender to provide certain personal information (respecting the Lender) to the Corporation. (Personal information includes “personal information” as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and the policies of the CSE in effect from time to time). Such information is being collected by the Corporation for the purposes of completing the Offeringconversion of the Converted Debt into Payment Shares, which includes, without limitation, determining the Subscriber’s eligibility of the Lender to purchase acquire the Securities Payment Shares under applicable securities legislationlaws, preparing and registering certificates (or other evidence of subscription) representing the Common Payment Shares and Warrants to be issued to the Subscriber hereunder and completing filings required under applicable Securities Laws or by taxation authorities and any stock exchange or exchange, the Investment Industry Regulatory Organization of Canada and/or securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this In addition, such personal information pursuant to securities legislation and this personal information is also being collected may be used or disclosed by the Corporation for the purpose of administration and enforcement of securities legislationadministering the Corporation’s relationship with the Lender. The Subscriber hereby acknowledges and consents to the collectionFor example, use, and disclosure of certain such personal information may be used by the Corporation to communicate with the Lender (such as by providing annual or quarterly reports), to prepare tax filings and forms or to comply with its obligations under taxation, securities regulatory authorities in Canadaand other laws (such as maintaining a list of holders of shares). If In connection with the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canadaforegoing, the personal information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information Lender may be disclosed by the Corporation to: (ai) any stock exchanges or securities regulatory authorities (including stock exchanges, if applicable)or taxation authorities; (bii) the Corporation’s registrar and transfer agent; agent (c) taxation authoritiesif applicable); and (diii) any of the other parties involved in the Offeringconversion of the Converted Debt into Payment Shares, including legal counsel, and may be included in record books prepared in respect of the transaction. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting Lender hereby consents to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s such personal information. The Subscriber (and if applicable, the Disclosed Principal) Lender also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required provided to be filed the Corporation by or on behalf of the Lender with any stock exchange or securities regulatory authority in connection with relation to the transactions contemplated herebyby this Agreement. The Lender acknowledges that the Lender’s personal information may be delivered to the Ontario Securities Commission and is thereby being collected indirectly by the Ontario Securities Commission under the authority granted to it in securities legislation for the purposes of administration and enforcement of the securities legislation of Ontario. The public official in Ontario who can answer questions about the Ontario Securities Commission’s indirect collection of personal information is: Administrative Support Clerk to the Director of Corporate Finance, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇, Telephone (▇▇▇) ▇▇▇ ▇▇▇▇.

Collection of Personal Information. This The Subscriber acknowledges that this Subscription Agreement requires and Schedule “A” hereto require the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility (or, if applicable, the eligibility of the disclosed Beneficial Purchaser) to purchase the Securities Warrants under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants Securities to be issued to the Subscriber hereunder and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s personal information (and and, if applicable, each Disclosed Principal’sthe disclosed Beneficial Purchaser’s personal information) personal information may be disclosed by the Corporation to: (a) stock exchanges or securities regulatory authorities (including stock exchangesauthorities, if applicable); (b) the Corporation’s registrar and transfer agent; , (c) taxation authoritiesany government agency, board or other entity; and (d) any of the other parties involved in the Offering, including the Corporation, the Agent and their respective legal counsel, and may be included in record books in connection with the Offering. By executing this Subscription Agreement, the Subscriber (and and, if applicable, any other Disclosed Principalthe disclosed Beneficial Purchaser) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s personal information (and, if applicable, the disclosed Beneficial Purchaser’s personal information). The Subscriber (and and, if applicable, the Disclosed Principaldisclosed Beneficial Purchaser) also consents to the filing of copies or originals of any of the Subscriber’s documents described in Section 4.2 of this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated herebyhereby and consents to the disclosure of such information to the public through the filing of a report of trade with applicable Securities Regulators. The Subscriber (and, if applicable, the disclosed Beneficial Purchaser) further acknowledges that it has been notified by the Corporation of and authorizes (a) the delivery to the Ontario Securities Commission (the “OSC”) of the full name, residential address and telephone number of the Subscriber (and, if applicable, the disclosed Beneficial Purchaser), the number and type of securities purchased, the total purchase price, the exemption relied upon and the date of distribution; (b) that this information is being collected indirectly by the OSC under the authority granted to it in securities legislation; (c) that this information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario; and (d) that the Administrative Assistant to the Director of Corporate Finance can be contacted at Ontario Securities Commission, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇, or at (▇▇▇) ▇▇▇-▇▇▇▇, regarding any questions about the OSC’s indirect collection of this information.

Collection of Personal Information. This Subscription Agreement requires and the schedules hereto require the Subscriber to provide certain personal information (respecting the Subscriber and, if applicable, the beneficial purchaser for whom the Subscriber is contracting) to the Corporation. Personal information includes "personal information" as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and, if applicable, the rules and policies of the Exchanges in effect from time to time. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility of the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting, to purchase the Securities Units under applicable securities legislationSecurities Laws, preparing and registering certificates (or other evidence of subscription) representing the Common Unit Shares and Unit Warrants to be issued to the Subscriber hereunder and completing filings required under applicable Securities Laws or by taxation authorities and any stock exchange or exchange, the Canadian Investment Regulatory Organization and/or securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this In addition, such personal information pursuant to securities legislation and this personal information is also being collected may be used or disclosed by the Corporation for the purpose of administration and enforcement of securities legislation. The administering the Corporation's relationship with the Subscriber hereby acknowledges and consents to or, if applicable, the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If beneficial purchaser for whom the Subscriber is resident in or otherwise subject contracting. For example, such personal information may be used by the Corporation to communicate with the securities laws applicable in another province of CanadaSubscriber or, if applicable, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that beneficial purchaser for whom the Subscriber is relying on in purchasing contracting (such as by providing annual or quarterly reports), to prepare tax filings and forms or to comply with its obligations under taxation, securities and other laws (such as maintaining a list of holders of shares). In connection with the Securities will be disclosed to foregoing, the applicable securities regulatory authority, and such personal information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certaintyor, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information the beneficial purchaser for whom the Subscriber is contracting, may be disclosed by the Corporation to: (ai) any stock exchanges or securities regulatory authorities (including stock exchanges, if applicable)or taxation authorities; (bii) the Corporation’s 's registrar and transfer agent; (c) taxation authorities; and (diii) any of the other parties involved in the Offering, including legal counsel, and may be included in record books prepared in respect of the Offering. By executing this Subscription Agreement, the Subscriber (and on its own behalf and, if applicable, any other Disclosed Principalon behalf of the beneficial purchaser for whom the Subscriber is contracting) is deemed to be consenting hereby consents to the foregoing collection (including the indirect collection of personal information)collection, use and disclosure of the Subscriber’s such personal information. The Subscriber (and on its own behalf and, if applicable, on behalf of the Disclosed Principalbeneficial purchaser for whom the Subscriber is contracting) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required provided to be filed the Corporation by or on behalf of the Subscriber with any stock exchange or exchange, securities regulatory authority in connection with relation to the transactions contemplated herebyby this Subscription. The Subscriber acknowledges that the Subscriber's personal information and the personal information of any Disclosed Principal may be delivered to the Canadian securities commissions under the authority granted to them under securities legislation for the purposes of administration and enforcement of the securities legislation of the applicable Canadian province. The public official of such Canadian province who can answer questions about such indirect collection of personal information is set forth on Schedule "G". The Subscriber also acknowledges and consents to the collection, use and disclosure of the Subscriber's personal information by the Exchanges and its affiliates, authorized agents, subsidiaries and divisions, including the Exchanges for the following purposes: (i) to conduct background checks, (ii) to verify personal information that has been provided about each individual, (iii) to provide disclosure to market participants as to the security holdings of directors, officers, other insiders and promoters of the Corporation or its associates or affiliates, (iv) to conduct enforcement proceedings, and (v) to perform other investigations as required by and to ensure compliance with all applicable rules, policies, rulings and regulations of the Exchanges, Securities Laws and other legal and regulatory requirements governing the conduct and protection of the public markets in Canada. As part of this process, the Subscriber further acknowledges that the Exchanges also collects additional personal information from other sources, including but not limited to, securities regulatory authorities in Canada or elsewhere, investigative, law enforcement or self-regulatory organizations, regulations services providers and each of their subsidiaries, affiliates, regulators and authorized agents, to ensure that the purposes set out above can be accomplished. The personal information collected by the Exchanges may also be disclosed: (i) to the aforementioned agencies and organizations or as otherwise permitted or required by law and may be used for the purposes described above for their own investigations, and (ii) on the Exchanges' website or through printed materials published by or pursuant to the directions of the Exchanges. The Exchanges may from time to time use third parties to process information and/or provide other administrative services and may share information with such third party services providers. Alberta Securities Commission Suite ▇▇▇, ▇▇▇ – ▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ British Columbia Securities Commission P.O. Box 10142, Pacific Centre ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Inquiries: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇.▇▇ The Manitoba Securities Commission ▇▇▇ – ▇▇▇ ▇▇. ▇▇▇▇ ▇▇▇▇▇▇ Winnipeg, Manitoba R3C 4K5 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Manitoba ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Financial and Consumer Services Commission (New Brunswick) ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, New Brunswick E2L 2J2 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇@▇▇▇▇.▇▇ Government of Newfoundland and Labrador Financial Services Regulation Division P.O. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Drive St. John's, Newfoundland and Labrador A1B 4J6 Attention: Director of Securities Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Nova Scotia Securities Commission ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ P.O. Box 458 Halifax, Nova Scotia B3J 2P8 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Ontario Securities Commission ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: (416) ▇▇▇- ▇▇▇▇ Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇.▇▇ Public official contact regarding indirect collection of information: Inquiries Officer ▇▇▇▇▇▇ ▇▇▇▇▇▇ Island Securities Office ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4th Floor ▇▇▇▇ Building P.O. Box 2000 Charlottetown, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Island C1A 7N8 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Autorité des marchés financiers ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇.▇. ▇▇▇, ▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ or ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ (For filing purposes only) Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ (For privacy requests only) Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇.▇▇ (For corporate finance issuers); ▇▇▇▇▇_▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇.▇▇ (For investment fund issuers) Financial and Consumer Affairs Authority of Saskatchewan Suite ▇▇▇ - ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Saskatchewan S4P 4H2 Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, fact that the Corporation and disclosure of certain personal information by securities regulatory authorities in Canada. If the Underwriter are collecting the Subscriber’s (and any beneficial purchaser for which the Subscriber is resident contracting hereunder) personal information (as that term is defined under applicable privacy legislation, including, without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws in or otherwise subject effect from time to time) for the purpose of completing the Subscriber’s subscription. The Subscriber acknowledges and consents to the securities laws Corporation and Underwriter retaining the personal information for so long as permitted or required by applicable in another province law or business practices. The Subscriber further acknowledges and consents to the fact that the Corporation or the Underwriter may be required by Securities Laws, stock exchange rules and/or Investment Dealers Association of Canada, the Canada rules to provide regulatory authorities any personal information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address respecting itself (and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that any beneficial purchaser for which the Subscriber is relying contracting hereunder). The Subscriber represents and warrants that it has the authority to provide the consents and acknowledgements set out in this paragraph on in purchasing behalf of all beneficial purchasers for which the Securities will be disclosed Subscriber is contracting. In addition to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authoritiesforegoing, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (agrees and if applicable, each Disclosed Principal’s) personal information may be disclosed by acknowledges that the Corporation to: (a) regulatory authorities (including stock exchangesor the Underwriter, if applicable); (b) as the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offeringcase may be, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), may use and disclosure of disclose the Subscriber’s personal information. The , or that of each beneficial purchaser for whom the Subscriber are contracting hereunder, as follows: (a) for internal use with respect to managing the relationships between and if applicablecontractual obligations of the Corporation, the Disclosed PrincipalUnderwriter and the Subscriber or any beneficial purchaser for whom the Subscriber is contracting hereunder; (b) also consents for use and disclosure to the filing Corporation’s transfer agent and registrar; (c) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to Canada Revenue Agency; (d) disclosure to securities regulatory authorities (including the TSX-V) and other regulatory bodies with jurisdiction with respect to reports of copies trade and similar regulatory filings; (e) disclosure to a governmental or originals of any other authority (including the TSX-V) to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (f) disclosure to professional advisers of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange Corporation or securities regulatory authority the Underwriter in connection with the transactions contemplated herebyperformance of their professional services; (g) disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (h) disclosure to a court determining the rights of the parties under this Subscription Agreement; or (i) for use and disclosure as otherwise required or permitted by law. The Subscriber further acknowledges and agrees that the TSX-V collects personal information in forms submitted by the Corporation, which will include personal information regarding the Subscriber. The Subscriber agrees that the TSX-V may use this information in the manner provided for in Appendix 6(a) to the TSX-V Corporate Finance Policy Manual, a copy of which is attached as Schedule ”D” to this Subscription Agreement.

Collection of Personal Information. This Subscription Agreement requires and the schedules hereto require the Subscriber to provide certain personal information (respecting the Subscriber and, if applicable, the Disclosed Principal for whom the Subscriber is contracting) to the CorporationCorporation and the Underwriters. (Personal information includes “personal information” as that term is defined under applicable privacy legislation, including without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar replacement or supplemental provincial or federal legislation or laws and the policies of the Stock Exchange in effect from time to time). Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, includes determining the Subscriber’s eligibility of the Subscriber or, if applicable, the beneficial purchaser for whom the Subscriber is contracting, to purchase the Subscription Receipts under Securities under applicable securities legislationLaws, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants Subscription Receipts to be issued to the Subscriber hereunder and completing filings required under Securities Laws or by taxation authorities and any stock exchange or exchange, the Investment Industry Regulatory Organization of Canada and/or securities regulatory authorityauthorities. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this Such personal information pursuant may be used by the Corporation to securities legislation and this personal information is also being collected communicate with the Subscriber or, if applicable, the beneficial purchaser for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If whom the Subscriber is resident in contracting (such as by providing annual or otherwise subject quarterly reports), to prepare tax filings and forms or to comply with its obligations under taxation, securities and other laws (such as maintaining a list of holders of securities). In connection with the securities laws applicable in another province of Canadaforegoing, the personal information provided by of the Subscriber on the first page of this Subscription Agreement identifying the nameor, address and telephone number of the Subscriberif applicable, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that beneficial purchaser for whom the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authoritycontracting, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation or the Underwriters to: (ai) regulatory authorities (including any stock exchanges, if applicable)securities regulatory authorities or as required by law; (bii) the Corporation’s 's registrar and transfer agent; agent (cif applicable) taxation authoritiesor the subscription receipt agent under the Subscription Receipt Agreement; and (diii) any legal counsel of the other parties involved Underwriters or legal counsel to or the auditors of the Corporation, and may be included in record books prepared in respect of the Offering, including legal counsel. By executing this Subscription Agreement, the Subscriber (and on its own behalf and, if applicable, on behalf of any other Disclosed Principal) is deemed to be consenting hereby consents to the foregoing collection (including the indirect collection of personal information)limited collection, use and disclosure of the Subscriber’s such personal information. The Subscriber (and on its own behalf and, if applicable, on behalf of the Disclosed Principalbeneficial purchaser for whom the Subscriber is contracting) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required provided to be filed the Corporation or the Underwriters by or on behalf of the Subscriber with any stock exchange or securities regulatory authority in connection with relation to the transactions contemplated herebyby this Subscription Agreement. The Subscriber acknowledges that the Subscriber's personal information and the personal information of any Disclosed Principal may be delivered to the securities commissions in the provinces and territories of Canada and is thereby being collected indirectly by such securities commissions under the authority granted to each of them in securities legislation for the purposes of administration and enforcement of the securities legislation of such province or territory and authorizes such indirect collection. The public official who can answer questions about such securities regulatory authorities’ indirect collection of personal information is listed below: Toll free in Canada: ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: FOIP Coordinator 500 – ▇▇▇ ▇▇. ▇▇▇▇ ▇▇▇▇▇▇ Winnipeg, Manitoba R3C 4K5 Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Toll free in Manitoba ▇-▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: Director ▇.▇. ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Inquiries: ▇▇▇-▇▇▇-▇▇▇▇ Toll free in Canada: 1-800-373-6393 Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇-▇▇▇▇▇▇▇@▇▇▇▇.▇▇.▇▇ Public official contact regarding indirect collection of information: FOI Inquiries ▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ étage C.P. ▇▇▇, ▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: ▇▇▇-▇▇▇-▇▇▇▇ or 1-877-525-0337 Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ (For filing purposes only) Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ (For privacy requests only) Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇.▇▇ Public official contact regarding indirect collection of information: Secrétaire générale Toll free in Canada: 1-877-785-1555 Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇.▇▇.▇▇ ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Tower ▇.▇. ▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of Public official contact regarding indirect collection of information: Inquiries Officer information: Executive Director ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4th Floor ▇▇▇▇ Building P.O. Box 2000 Charlottetown, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Island CIA 7N8 Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: Superintendent of Securities ▇.▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: Superintendent of Securities Legal Registries Division, P.O. Box 1000, Station ▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Iqaluit, Nunavut X0A 0H0 Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: Superintendent of Securities ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇, New Brunswick E2L 2J2 Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Toll free in Canada: 1-866-933-2222 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇@▇▇▇▇.▇▇ Public official contact regarding indirect collection of information: Chief Executive Officer and Privacy Officer ▇.▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Drive St. John’s, Newfoundland and Labrador A1B 4J6 Attention: Director of Securities Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: Superintendent of Securities Suite ▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Saskatchewan S4P 4H2 Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: Director ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇ Telephone: ▇▇▇-▇▇▇-▇▇▇▇ Facsimile: ▇▇▇-▇▇▇-▇▇▇▇ Public official contact regarding indirect collection of information: Superintendent of Securities Capitalized terms used and not defined in this Schedule A shall have the meaning attributed to such terms in the term sheet attached hereto at Schedule B.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. 9.1 The Subscriber hereby acknowledges and consents to the fact that the Issuer is collecting the Subscriber’s personal information for the purpose of fulfilling this Agreement and completing the Offering. The Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Issuer to (a) stock exchanges or securities regulatory authorities, (b) the Issuer’s registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in the Offering, including legal counsel, and may be included in record books in connection with the Offering. By executing this Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber's personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) for the foregoing purposes and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be acquiring Securities as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the nature and identity of such undisclosed principal, and any interest that such undisclosed principal has in the Issuer, all as may be required by the Issuer in order to comply with the foregoing. Furthermore, the Subscriber is hereby notified that: (a) the Issuer may deliver to any securities commission having jurisdiction over the Issuer, the Subscriber or this subscription, including any Canadian provincial securities commissions and/or the SEC (collectively, the “Commissions”) certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Issuer owned by the Subscriber, the number of Securities being purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Securities, as well as the Closing Date prospectus exemption relied on by the Issuer and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Securities, (b) such information is being collected indirectly collected by such securities regulatory authority the Commissions under the authority granted to it under them in securities legislation. This , (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of laws, and (d) the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes may contact the following public official in Ontario with respect to questions about the Ontario Securities Commission’s indirect collection of such information by at the applicable securities regulatory authority. In the event the Subscriber has any questions with respect following address and telephone number: Administrative Assistant to the indirect collection Director of such information by securities regulatory authoritiesCorporate Finance Ontario Securities Commission S▇▇▇▇ ▇▇▇▇, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable▇▇▇ ▇▇ 2▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, each Disclosed Principal’s) personal information may be disclosed by the Corporation to▇▇ ▇▇▇ ▇▇▇ Telephone: (a▇▇▇) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇▇▇-▇▇▇▇

Collection of Personal Information. This By executing this Subscription Agreement requires Agreement, the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the name, address and telephone number of the Subscriber, the Securities being purchased hereunder and the subscription price, as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and such information is being indirectly collected by such securities regulatory authority under the authority granted to it under securities legislation. This information is being collected for the purposes of the administration and enforcement of the securities legislation of the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection of such information by the applicable securities regulatory authority. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authorities, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the personal information provided herein and other personal information provided by the Subscriber or collected by the Corporation or its agents as reasonably necessary in connection with the Subscriber’s 's subscription for the Subscribed Shares (collectively, "personal information. The ") as follows: (a) the Corporation may use personal information and disclose personal information to intermediaries such as the Corporation's legal counsel and withholding and/or transfer agents for the purposes of determining the Subscriber's eligibility to invest in the Subscribed Shares and for managing and administering the Subscriber's investment in the Subscribed Shares; (b) if the Subscriber purchased securities through a registered dealer, the Corporation may disclose and collect such personal information relating to the Subscriber's holding of the Subscribed Shares to and from the dealer; (c) the Corporation and its agents may use the Subscriber's social security number for income reporting purposes in accordance with applicable law; (d) the Corporation, its agents and advisors, may each collect, use and disclose personal information for the purposes of meeting legal, regulatory, self-regulatory, security and audit requirements (including any applicable tax, securities, money laundering or anti-terrorism legislation, rules or regulations) and as otherwise permitted or required by law, which disclosures may include disclosures to tax, securities or other regulatory or self-regulatory authorities in Canada, the United States and/or in foreign jurisdictions, if applicable, in connection with the Disclosed Principalregulatory oversight mandate of such authorities; (e) also consents the Corporation and its agents and advisors may use personal information and disclose personal information to parties connected with the filing of copies proposed or originals of any actual transfer, sale, assignment, merger or amalgamation of the Subscriber’s documents Corporation or its business or assets or similar transactions, for the purpose of permitting such parties to evaluate and/or proceed with and complete such transaction. Purchasers, assignees and successors of the Corporation or its business or assets may collect, use and disclose personal information as described in this Subscription Agreement as Agreement. The Subscriber acknowledges that the Corporation's agents or intermediaries may be required located outside of United States, and personal information may be transferred and/or processed outside of the United States for the purposes described above, and that measures the Corporation may use to be filed with any stock exchange protect personal information while handled by agents, intermediaries or securities regulatory authority other third parties on its behalf, and personal information otherwise disclosed or transferred outside of the United States for the purposes described above, are subject to legal requirements in connection with the transactions contemplated herebyforeign countries applicable to Corporation or such third parties; for example lawful requirements to disclose personal information to government authorities in those countries.

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. 10.1 The Subscriber hereby acknowledges and consents to the fact that the Company is collecting the Subscriber’s personal information for the purpose of fulfilling this Subscription Agreement and completing the Offering. The Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) may be disclosed by the Company to (a) stock exchanges or securities regulatory authorities, (b) the Company’s registrar and transfer agent, (c) Canadian tax authorities, (d) authorities pursuant to the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) and (e) any of the other parties involved in the Offering, including legal counsel, and may be included in record books in connection with the Offering. By executing this Subscription Agreement, the Subscriber is deemed to be consenting to the foregoing collection, use, use and disclosure of the Subscriber’s personal information (and, if applicable, the personal information of those on whose behalf the Subscriber is contracting hereunder) and to the retention of such personal information for as long as permitted or required by law or business practice. Notwithstanding that the Subscriber may be purchasing Securities as agent on behalf of an undisclosed principal, the Subscriber agrees to provide, on request, particulars as to the identity of such undisclosed principal as may be required by the Company in order to comply with the foregoing. 10.2 Furthermore, the Subscriber is hereby notified that: (a) the Company may deliver to the Ontario Securities Commission and/or the SEC certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject pertaining to the securities laws applicable in another province of CanadaSubscriber, the information provided by the Subscriber on the first page of this Subscription Agreement identifying the including such Subscriber’s full name, residential address and telephone number, the number of shares or other securities of the Company owned by the Subscriber, the Securities being number of Units purchased hereunder by the Subscriber and the subscription pricetotal purchase price paid for such Units, as well as the Closing Date prospectus exemption relied on by the Company and the exemption that date of distribution of the Subscriber is relying on in purchasing the Securities will be disclosed to the applicable securities regulatory authority, and Units, (b) such information is being collected indirectly collected by such securities regulatory authority the Ontario Securities Commission under the authority granted to it under in securities legislation. This , (c) such information is being collected for the purposes of the administration and enforcement of the securities legislation of Ontario, and (d) the applicable province. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes may contact the following public official in Ontario with respect to questions about the Ontario Securities Commission’s indirect collection of such information by at the applicable securities regulatory authority. In the event the Subscriber has any questions with respect following address and telephone number: Administrative Assistant to the indirect collection Director of such information by securities regulatory authoritiesCorporate Finance Ontario Securities Commission ▇▇▇▇▇ ▇▇▇▇, the Subscriber should contact the applicable securities regulatory authority at the addresses set out at Schedule "C" hereto. The Subscriber’s (and if applicable▇▇▇ ▇▇, each Disclosed Principal’s) personal information may be disclosed by the Corporation to▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇ Telephone: (a▇▇▇) regulatory authorities (including stock exchanges, if applicable); (b) the Corporation’s registrar and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting to the foregoing collection (including the indirect collection of personal information), use and disclosure of the Subscriber’s personal information. The Subscriber (and if applicable, the Disclosed Principal) also consents to the filing of copies or originals of any of the Subscriber’s documents described in this Subscription Agreement as may be required to be filed with any stock exchange or securities regulatory authority in connection with the transactions contemplated hereby.▇▇▇-▇▇▇▇

Collection of Personal Information. This Subscription Agreement requires the Subscriber to provide certain personal information to the Corporation. Such information is being collected by the Corporation for the purposes of completing the Offering, which includes, without limitation, determining the Subscriber’s eligibility to purchase the Securities under applicable securities legislation, preparing and registering certificates (or other evidence of subscription) representing the Common Shares and Warrants to be issued to the Subscriber and completing filings required by taxation authorities and any stock exchange or securities regulatory authority. Securities regulatory authorities in each of the provinces of Canada have been granted the authority to indirectly collect this personal information pursuant to securities legislation and this personal information is also being collected for the purpose of administration and enforcement of securities legislation. The Subscriber hereby acknowledges and consents to the collection, use, and disclosure of certain personal information by securities regulatory authorities in Canada. If the Subscriber is resident in or otherwise subject to the securities laws applicable in another province of Canada, the understands that: (a) The information provided by the Subscriber on the first page of this Subscription Agreement Face Page identifying the name, address and telephone number of the Subscriber, whether the Subscriber is an “insider” of the Fund and/or a “registrant” as each term is defined under the Securities Laws, the number of Units being purchased hereunder and the subscription price, Subscription Amount as well as the Closing Date and the exemption that the Subscriber is relying on in purchasing the Securities Units will be disclosed to the applicable securities regulatory authoritySecurities Regulators, and such information is being indirectly collected by such securities regulatory authority Securities Regulators under the authority granted to it under securities legislationSecurities Laws. This information is being collected for the purposes of the administration and enforcement of the Securities Laws and may be disclosed to the public by such Securities Regulators in accordance with securities legislation of the applicable provincelegislation. Each Subscriber (and for certainty, including each Disclosed Principal) hereby authorizes the indirect collection and disclosure of such information by the applicable securities regulatory authorityauthorities in each of the jurisdictions in which the offering of Units is made. In the event the Subscriber has any questions with respect to the indirect collection of such information by securities regulatory authoritiesthe Securities Regulator, the Subscriber should contact the applicable securities regulatory authority appropriate Securities Regulator at the addresses set out at Schedule "C" in Appendix V attached hereto. The Subscriber’s (and if applicable, each Disclosed Principal’s) personal information may be disclosed by the Corporation to: (a) regulatory authorities (including stock exchanges, if applicable); . (b) the Corporation’s registrar The Subscriber acknowledges and transfer agent; (c) taxation authorities; and (d) any of the other parties involved in the Offering, including legal counsel. By executing this Agreement, the Subscriber (and if applicable, any other Disclosed Principal) is deemed to be consenting consents to the foregoing collection (including fact that the indirect collection of personal information), use and disclosure of Fund and/or the Manager is collecting the Subscriber’s personal informationinformation (as that term is defined under applicable privacy legislation, including, without limitation, the Personal Information Protection and Electronic Documents Act (Canada) and any other applicable similar, replacement or supplemental provincial or federal legislation or laws in effect from time to time), or that of each beneficial purchaser for whom it is contracting hereunder, for the purpose of completing this Subscription Agreement. The Subscriber (acknowledges and if applicable, the Disclosed Principal) also consents to the filing of copies Manager and/or the Fund retaining such personal information for as long as permitted or originals required by law or business practices. The Subscriber further acknowledges and consents to the fact that the Manager and/or the Fund may be required by the Securities Laws and the rules and policies of any of stock exchange to provide regulatory authorities with any personal information provided by the Subscriber’s documents described Subscriber in this Subscription Agreement Agreement. In addition to the foregoing, the Subscriber agrees and acknowledges that the Manager and/or the Fund may use and disclose its personal information as may be follows: (i) for internal use with respect to managing the relationships between and contractual obligations of the Manager and/or the Fund and the Subscriber; (ii) for use and disclosure for income tax related purposes, including without limitation, where required by law, disclosure to be filed with any Canada Revenue Agency; (iii) disclosure to stock exchange or exchanges, securities regulatory authorities and other regulatory bodies with jurisdiction with respect to listing applications, prospectus filings, reports of distributions or trades, and other similar regulatory filings; (iv) disclosure to a governmental or other authority to which the disclosure is required by court order or subpoena compelling such disclosure and where there is no reasonable alternative to such disclosure; (v) disclosure to professional advisers of the Manager and/or the Fund in connection with the transactions performance of their professional services; (vi) disclosure to any person where such disclosure is necessary for legitimate business reasons and is made with the Subscriber’s prior written consent; (vii) by including it in closing books relating to the offering contemplated hereby; (viii) disclosure to a court determining the rights of the parties under this Subscription Agreement; or (ix) for use and disclosure as otherwise required or permitted by law. The contact information for the officer of the Fund who can answer questions about the collection of information by the Fund is as follows: Name and Title: ▇▇▇▇▇▇▇ ▇▇▇▇, Chief Investment Officer Issuer Name: Proof Capital Alternative Growth Fund. Address: ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇ ▇▇▇ Phone No.: (▇▇▇) ▇▇▇-▇▇▇▇ E-mail: ▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇.▇▇