Common use of Representation Dates; Certificate Clause in Contracts

Representation Dates; Certificate. During the term of this Agreement, on the date of each Placement Notice given hereunder, and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 20-F or 40-F under the Exchange Act; or (iii) files a report on Form 6-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iii) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) with a certificate, in the form attached hereto as Exhibit A. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord sells any Placement Shares, the Company shall provide Canaccord with a certificate, in the form attached hereto as Exhibit A, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the First Delivery Date and thereafter, during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Cowen with a certificate, in the form attached hereto as Exhibit A. 7(m) within two (2) Trading Days of any Representation Date if requested by Cowen. The requirement to provide a certificate under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord Cowen with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord Cowen sells any Placement Shares, the Company shall provide Canaccord Cowen with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and (A) each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(m) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K, and other than a report on Form 8-K relating to containing financial information of a tenant of the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144Company or its subsidiaries) under the Exchange Act and (B) (i) upon recommencement of sales after a suspension in accordance with Section 4 hereof or (ii) upon delivery of a notice to ▇▇▇▇▇▇▇ ▇▇▇▇▇ that the Company intends to recommence sales after a Suspension Period in accordance with Section 7(l) hereof and as reasonably requested (each date of filing of one or more of the documents referred to in clauses (iA)(i) through (iiiiv) and any date of recommencement after a suspension referred to in clause (B)(i) and (B)(ii) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A. 7(n) within three (3) Exchange Trading Days of any Representation Date if requested by ▇▇▇▇▇▇▇ ▇▇▇▇▇. The requirement to provide a certificate under this Section 7(n) shall be is hereby waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, provided however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K; provided, further, however, that the obligation of the Company under this Section 7(n) shall be deferred during any Suspension Period and shall recommence upon the termination of such Suspension Period. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇▇▇ with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord sells ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇▇▇ ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agents within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agents with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord sells the Sales Agents sell any Placement Shares, the Company shall provide Canaccord the Sales Agents with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time after the First Delivery Date the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K under the Exchange Act containing amended audited financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144144 under the Exchange Act) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) HCW with a certificate, in the form attached hereto as Exhibit A. 7(m) within five (5) Trading Days of any Representation Date if requested by HCW. The requirement to provide a certificate under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date, including for purposes of Sections 7(n) and (o) hereof) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord HCW with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord HCW sells any Placement Shares, the Company shall provide Canaccord HCW with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On the date of each Placement Notice given hereunder, this Agreement and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each Act. Each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); .” the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. D within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit AD, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within three Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F K (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F. K). Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within three Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During On or prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time the Company subsequently thereafter (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Sales Prospectus (other than a prospectus supplement relating solely to an offering filed in accordance with Section 7(l) of securities other than the Placement Sharesthis Agreement) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement SharesSales Prospectus; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date if requested by ▇▇▇▇▇. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on (1) Prior to the date of each the first Placement Notice given hereunder, and (2) each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report Annual Report on Form 20-F under the Exchange Act (including any Form 20-F/A containing amended financial information or 40a material amendment to the previously filed Form 20-F F); (iii) files its quarterly results of operations on Form 6-K under the Exchange Act; or (iv) furnishes or (iii) files a current report on Form 6-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act that is incorporated by reference into the Registration Statement; (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date.”); ) the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord the Agent reasonably determines that the financial information contained in such Form 6-K is material) with a certificatecertificate within five (5) Trading Days of each Representation Date, in the form attached hereto as Exhibit A. 7(l), modified, as necessary, to relate to the Registration Statement and the Prospectus as amended or supplemented. The requirement to provide a certificate under this Section 7(n7(1) shall be waived for any Representation Date occurring at a time at which no a Placement Notice is pendingnot pending or a suspension is in effect, which waiver shall continue until the earlier to occur of the date the Company delivers a instructions for the sale of Placement Notice Shares hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver a Placement Notice was not pending or a suspension was in effect and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the instructions for the sale of Placement Notice Shares or Canaccord the Agent sells any Placement SharesShares pursuant to such instructions, the Company shall provide Canaccord the Agent with a certificate, certificate in the form attached hereto conformity with this Section 7(l) dated as Exhibit A, dated of the date that the instructions for the sale of the Placement NoticeShares are issued.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report Annual Report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a Quarterly Report on Form 10-Q under the Exchange Act; or or (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(m) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(n) within three (3) Trading Days of any Representation Date if requested by CF&Co. The requirement to provide a certificate under this Section 7(n) shall be is hereby waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each Placement Notice given hereunder, and each Each time the Company Company: (i) (A) files the Prospectus relating to the Placement Shares Shares, or (B) amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, stickersticker or supplement, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information "furnished" pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “"Representation Date”"); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. Schedule 7(l) within five (5) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement Shares, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit ASection 7(l), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or Shares, amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or supplements the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 8(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Manager shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 8(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n8(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n8(m), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A8(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice given hereunder, and each time the Company subsequently thereafter (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date if requested by ▇▇▇▇▇. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) the Company files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) the Company files an annual report on Form 2010-F or 40-F K under the Exchange Act; or (iii) the Company files its quarterly reports on Form 10-Q under the Exchange Act; (iv) the Company files a current report on Form 68-K containing amended financial information (other than an earnings release, release to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Act; (v) the Company files an Earnings 8-K or (vi) the Manager reasonably requests (a “Request Date”) (each date of filing of one or more of the documents referred to in clauses (i) through (iiiv) and each Request Date shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Manager with a certificate, in the form attached hereto as Exhibit A. 7(n) within three (3) Trading Days of any Representation Date if requested by Manager. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord Manager with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord Manager sells any Placement Shares, the Company shall provide Canaccord Manager with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(m) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information statements (other than an earnings release, to “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) ), or financial statements required by Rule 3-14 of Regulation S-X, under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(n) within three (3) Trading Days of any Representation Date if requested by CF&Co. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the First Delivery Date and each time the Company subsequently thereafter during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time the Company : (i) files the Prospectus relating to the Placement Shares or Shares, (ii) amends or supplements the Registration Statement or the Sales Prospectus (other than a prospectus supplement relating solely to an offering of securities other than the Placement Sharesfiled in accordance with Section 7(l)) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement SharesSales Prospectus; (iiiii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iv) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiv) files a current report on Form 68-K containing amended financial information (other than a filing made in connection with the issuance of an earnings release, to release or other information “furnishfurnished” information pursuant to under Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ with a certificatecertificates, in the form forms attached hereto as Exhibit A. 7(m) within three (3) Trading Days after such Representation Date if requested by ▇▇▇▇▇. The requirement to provide a certificate the certificates under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date that is the date on which the Company files its annual report on Form 2010-F or 40-F. K; and provided, further, that the requirement to provide the certificate of the Chief Financial Officer of the Company under this Section 7(m) shall be automatically waived for each Representation Date unless the Comfort Letter provided with respect to such Representation Date does not cover all financial information and other matters ordinarily covered by accountants’ “comfort letters” to ▇▇▇▇▇ in connection with registered public offerings. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate certificates under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificatecertificates, in the form forms attached hereto as Exhibit A7(m), each dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to information that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During On or prior to the First Delivery Date and thereafter, during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to release or other information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord the Agents (but in the case of clause (iiiiv) above only if Canaccord (1) a Placement Notice is pending, (2) the Agents reasonably determines determine that the financial information contained in such Form 68-K is materialmaterial to a holder of Common Stock and (3) the Agents request such certificate within two (2) Trading Days after the filing of such Form 8-K with the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two (2) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of (i) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (ii) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Agents sells any Placement Shares, the Company shall provide Canaccord the Agents with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on or prior to the date of each the first Placement Notice given hereunder, and promptly upon each request of Canaccord, and, following the first Placement Notice, each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information that is material to the Company (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that the financial information contained in such Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation DateDate following the delivery of such Placement Notice; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord sells any Placement Shares, the Company shall provide Canaccord with a certificate, in the form attached hereto as Exhibit A, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Manager shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agents (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agents request such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agents with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord sells the Agents sell any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agents with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agents such further information, certificates and documents as the Agents may reasonably request.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report Annual Report on Form 2010-F or 40K under the Exchange Act; (iii) each time the Company files a Quarterly Report on Form 10-F Q under the Exchange Act; or or (iiiiv) each time the Company files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Manager shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agent with a certificatecertificates, in the form attached hereto as Exhibit A. E and Exhibit F, respectively, within three (3) Trading Days after each Representation Date. The requirement to provide a certificate certificates under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report Annual Report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company and the Manager relied on such waiver and did not provide Canaccord the Placement Agent with a certificate certificates under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company and the Manager shall provide Canaccord the Placement Agent with a certificatecertificates, in the form attached hereto as Exhibit AE and Exhibit F, respectively, dated the date of the Placement Notice.

Representation Dates; Certificate. During Three Trading Days prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During Three Trading Days prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each Act, or Each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); .” the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and subsequently thereafter: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) each time the Company files its quarterly reports on Form 10-F Q under the Exchange Act; or or (iiiiv) each time the Company files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agent with a certificate, in the form attached hereto as Exhibit A. E, within three (3) Trading Days of any Representation Date if required by the Placement Agent. The requirement to provide a certificate under this Section 7(n7(o) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agent with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Placement Agent with a certificate, in the form attached hereto as Exhibit AE, dated the date of the Placement Notice.

Representation Dates; Certificate. During Each time during the term of this Agreement, on Agreement that the date of each Placement Notice given hereunder, and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or post-effectively amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or supplements the Prospectus relating to in either case such that the Placement Shares by means of a post-effective amendmentaudited financial information contained therein is amended, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended audited financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Act; (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date.”); ) the Company shall furnish Canaccord MLV no later than five (5) Trading Days after each Representation Date (but in the case of clause (iiiiv) above only if Canaccord MLV reasonably determines that the financial information contained in such Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. 7(l). The requirement to provide a certificate under this Section 7(n7(l) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, (i) upon the delivery of the first Placement Notice hereunder and (ii) if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord MLV with a certificate under this Section 7(n7(l), then before the Company delivers the Placement Notice or Canaccord MLV sells any Placement Shares, the Company shall provide Canaccord MLV with a certificate, in the form attached hereto as Exhibit A7(l), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(m) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto and substance satisfactory to CF&Co and its counsel, substantially similar to the form previously provided to CF&Co and its counsel, modified, as Exhibit A. necessary, to relate to the Registration Statement and the Prospectus as amended or supplemented, within three (3) Trading Days of any Representation Date if requested by CF&Co. The requirement to provide a certificate under this Section 7(n) shall be is hereby waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, provided however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company and the Operating Partnership shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement or any Alternative Distribution Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements the Registration Statement (other than a prospectus supplement relating solely to an offering of securities other than the Placement SharesSecurities) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 20-F or 40-F 10‑K under the Exchange Act; (iii) files a quarterly report on Form 10‑Q under the Exchange Act; or or (iiiiv) files a current report on Form 6-K 8‑K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 1448‑K) under the Exchange Act Act; and (2) at any other time reasonably requested by ▇▇▇▇▇ (each such date of filing of one or more of the documents referred to in clauses (i1)(i) through (iiiiv) and any time of request pursuant to this Section 7(o) shall be a “Representation Date”); , the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A. F within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. 10‑K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement SharesSecurities, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement or any Alternative Distribution Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements the Registration Statement (other than a prospectus supplement relating solely to an offering of securities other than the Placement SharesSecurities) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 20-F or 40-F 10‑K under the Exchange Act; (iii) files a quarterly report on Form 10‑Q under the Exchange Act; or or (iiiiv) files a current report on Form 6-K 8‑K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 1448‑K) under the Exchange Act Act; and (2) at any other time reasonably requested by JMP Securities (each such date of filing of one or more of the documents referred to in clauses (i1)(i) through (iiiiv) and any time of request pursuant to this Section 7(o) shall be a “Representation Date”); , the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) JMP Securities with a certificate, in the form attached hereto as Exhibit A. F within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. 10‑K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord JMP Securities with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord JMP Securities sells any Placement SharesSecurities, the Company shall provide Canaccord JMP Securities with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During On the date of this Agreement and each time during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time Agreement the Company (i) files the a Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares that includes updated financial information as of the end of the Company’s most recent quarterly period or fiscal year, as applicable (a “Quarterly 497 Filing” by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Shares (iiother than (i) files an annual report the Company’s Annual Reports on Form 2010-F or 40-F K under the Exchange Act; or , (ii) the Company’s Quarterly Reports on Form 10-Q under the Exchange Act and (iii) files a report the Company’s Current Reports on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (Act), each date of filing of one or more of the documents referred to in clauses (i) through (iii) such event shall be deemed a “Representation Date”); , each of the Company and the Adviser shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agents with a certificate, in the form attached hereto as Exhibit A. 7(l)(1) and 7(l)(2), respectively. The requirement to provide a certificate certificates under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its makes a Quarterly 497 Filing containing updated annual report on Form 20-F or 40-F. audited financial statements. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n7(l), then before the Company delivers the Placement Notice or Canaccord sells the Agents sell any Placement Shares, the Company shall provide Canaccord the Agents with a certificate, in the form attached hereto as Exhibit A7(l)(1), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 8(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release or other information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. 8(m) within three (3) Trading Days of any Representation Date if requested by Agent. The requirement to provide a certificate under this Section 7(n8(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord Agent with a certificate under this Section 7(n8(m), then before the Company delivers the Placement Notice or Canaccord Agent sells any Placement Shares, the Company shall provide Canaccord Agent with a certificate, in the form attached hereto as Exhibit A8(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within three Trading Days after any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within three Trading Days after each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report Annual Report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, which is deemed to “furnish” information pursuant to Form 6-K relating to be incorporated by reference in the reclassifications of certain properties as discontinued operations in accordance with Registration Statement of Financial Accounting Standards No. 144) and the Prospectus under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A. 7(m) within two (2) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time the Company subsequently thereafter (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date if requested by ▇▇▇▇▇. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each Placement Notice given hereunder, and each Each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report Annual Report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its Quarterly Reports on Form 10-Q under the Exchange Act; or ; (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Act; and on: (v) each date on which the Company executes and delivers a Terms Agreement; or (vi) each Settlement Date with respect to a Principal Transaction; each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv), and each of the dates referred to in clauses (v) and (vi), shall be a “Representation Date”); provided however, notwithstanding anything to the contrary contained in this Agreement, the Agents, the Forward Sellers and the Forward Purchasers, as applicable, may waive any documents required to be delivered to them as a result of a Representation Date, the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that Agents, the financial information contained in such Form 6-K is material) Forward Sellers and the Forward Purchasers with a certificate, in the form attached hereto as Exhibit A. E, within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n8(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. listed in clauses (ii), (v) and (vi) above. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n8(n), then before the Company delivers the Placement Notice or Canaccord any Agent or Forward Seller sells any Placement Shares, the Company shall provide Canaccord the Agents, the Forward Sellers and the Forward Purchasers with a certificate, in the form attached hereto as Exhibit AE, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the First Delivery Date and each time during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time Agreement the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report Annual Report on Form 2010-F or 40K under the Exchange Act; (iii) files its Quarterly Reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to release or other information “furnishfurnished” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144and not “filed”) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord ▇▇▇▇▇ (but in the case of clause (iiiiv) above only if Canaccord (1) a Placement Notice is pending and (2) ▇▇▇▇▇ reasonably determines that the financial information contained in such Form 68-K is materialmaterial to a holder of Common Stock) with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date if requested by ▇▇▇▇▇. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report Annual Report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the First Delivery Date and thereafter during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly report on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to release or other information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A. agreed to within three (3) Trading Days of any Representation Date if requested by ▇▇▇▇▇. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit Aagreed to, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or Shares, amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or supplements the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 8(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Manager shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. 8(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n8(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder or to any Alternative Agent under the Alternative Sales Agreement (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n8(m), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement Shares, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A8(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F K (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F. K). Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(k) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information of the Company that amends financial information included in a previously filed Form 10-K or Form 10-Q of the Company (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(l) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(l), dated the date of the such Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement or any Alternative Distribution Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements the Registration Statement (other than a prospectus supplement relating solely to an offering of securities other than the Placement SharesSecurities) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 20-F or 40-F 10‑K under the Exchange Act; (iii) files a quarterly report on Form 10‑Q under the Exchange Act; or or (iiiiv) files a current report on Form 6-K 8‑K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 1448‑K) under the Exchange Act Act; and (2) at any other time reasonably requested by the Placement Agent (each such date of filing of one or more of the documents referred to in clauses (i1)(i) through (iiiiv) and any time of request pursuant to this Section 7(o) shall be a “Representation Date”); , the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agent with a certificate, in the form attached hereto as Exhibit A. F within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. 10‑K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agent with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Placement Agent with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each Placement Notice given hereunder, and each Each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) ), the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40-F K under the Exchange ActAct (including any Form 10-K/A containing amended financial information or a material amendment to the previously filed Form 10-K); or (iii) files its quarterly reports on Form 10-Q under the Exchange Act or (iv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Manager shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement Shares, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 2010-F or 40K under the Exchange Act (each date of filing of the Company's annual report on Form 10-F K shall be a “10-K Representation Date”); (iii) each time the Company files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) each time the Company files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agent with a certificate, in the form attached hereto as Exhibit A. D, within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any 10-K Representation Date on which the Company files its annual report on Form 20-F or 40-F. Date. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agent with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Placement Agent with a certificate, in the form attached hereto as Exhibit AD, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(m) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information statements (other than an earnings release, to “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) ), or financial statements required by Rule 3-14 of Regulation S-X, under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Credit Agricole with a certificate, in the form attached hereto as Exhibit A. 7(n) within three (3) Trading Days of any Representation Date if requested by Credit Agricole. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord Credit Agricole with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord Credit Agricole sells any Placement Shares, the Company shall provide Canaccord Credit Agricole with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) each time the Company files its quarterly reports on Form 10-F Q under the Exchange Act; or or (iiiiv) each time the Company files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agent with a certificate, in the form attached hereto as Exhibit A. G, within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agent with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Placement Agent with a certificate, in the form attached hereto as Exhibit AG, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, or if a suspension is in effect with respect to any Placement Notice, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each Placement Notice given hereunder, if requested by Canaccord, promptly upon each such request, and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) with a certificate, in the form attached hereto as Exhibit A. The requirement to provide a certificate under this Section 7(n7(p) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord with a certificate under this Section 7(n7(p), then before the Company delivers the Placement Notice or Canaccord sells any Placement Shares, the Company shall provide Canaccord with a certificate, in the form attached hereto as Exhibit A, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each Placement Notice given hereunder, and each time the Company Corporation (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, an amendment or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files or amends an annual report on Form 20-F information form, audited annual financial statements or 40-F under the Exchange Actannual management’s discussion and analysis; or (iii) files a report on Form 6-K containing amended or amends any interim financial information statements or interim management's discussion and analysis or (iv) at any other than an earnings release, to “furnish” information pursuant to Form 6-K relating to time reasonably requested by the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Agent (each date of filing of one or more of the documents referred to in clauses (i) through (iii) and any time of request pursuant to (iv) above shall be a “Representation Date”); , the Company Corporation shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. A within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n8(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company Corporation delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company Corporation files its audited annual report on Form 20-F or 40-F. financial statements. Notwithstanding the foregoing, if the Company Corporation subsequently decides to sell Placement Shares following a Representation Date when the Company Corporation relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n8(m), then before the Company Corporation delivers the Placement Notice or Canaccord sells the Agent sell any Placement Shares, the Company Corporation shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each the first Placement Notice given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40-F K under the Exchange Act; or (iii) files its quarterly reports on Form 10-Q under the Exchange Act; (iv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers issues a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares issues a Replacement Notice following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on (1) On or prior to the date of each the first Placement Notice given hereunderand (2) following the delivery of the first Placement Notice, and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord the Agent reasonably determines that the financial information contained in such Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. 7(l). The requirement to provide a certificate under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which no Placement Notice a Suspension is pendingin effect, which waiver shall continue until the earlier to occur of the date the Company delivers a instructions for the sale of Placement Notice Shares hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver a Suspension was in effect and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the instructions for the sale of Placement Notice Shares or Canaccord the Agent sells any Placement SharesShares pursuant to such instructions, the Company shall provide Canaccord the Agent with a certificate, certificate in the form attached hereto conformity with this Section 7(l) dated as Exhibit A, dated of the date that the instructions for the sale of the Placement NoticeShares are issued.

Representation Dates; Certificate. During the term of this Agreement, on On the date of each Placement Notice given hereunder, and this Agreement and: (1) each time the Company (i) Company: a. files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) Securities; b. files an annual report Annual Report on Form 2010-F or 40K under the Exchange Act; c. files a Quarterly Report on Form 10-F Q under the Exchange Act; or (iii) or d. files a current report on Form 68-K containing amended financial information (other than an earnings release, release or to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act Act; and (2) at any other time reasonably requested by the Agents (each such date of filing of one or more of the documents referred to in clauses (i1)(a) through (iiid) and any time of request pursuant to this Section 7(o) shall be a “Representation Date”); , the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agents with a certificate, in the form attached hereto as Exhibit A. C within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o)(2) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report Annual Report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord sells the Agents sell any Placement SharesSecurities, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit AC, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an the offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K but other than an amendment thereto, if any, containing the information required by Part III of such previously filed Form 10-K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During the term of this Agreement, on On the date of each Placement Notice given hereunder, this Agreement and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act (including any Form 10-F K/A that contains restated financial statements); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended audited financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall will be a “Representation Date”); the Company shall will furnish Canaccord WDCO (but in the case of clause (iiiiv) above only if Canaccord WDCO reasonably determines that the financial information contained in such Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. The requirement to provide a certificate under this Section 7(n7(l) shall will be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall will continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall will be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall will not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord WDCO with a certificate under this Section 7(n7(l), then before the Company delivers the Placement Notice or Canaccord WDCO sells any Placement Shares, the Company shall will provide Canaccord WDCO with a certificate, in the form attached hereto as Exhibit A, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report Annual Report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a Quarterly Report on Form 10-Q under the Exchange Act; or (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement or any Alternative Equity Distribution Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report Annual Report on Form 2010-F or 40K under the Exchange Act; (iii) files a Quarterly Report on Form 10-F Q under the Exchange Act; or or (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Act; and (2) at any other time reasonably requested by the Agent (each such date of filing of one or more of the documents referred to in clauses (i1)(i) through (iiiiv) and any time of request pursuant to this Section 7(n) shall be a “Representation Date”); , the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. F within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each Placement Notice given hereunder, and each Each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) ), the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40-F K under the Exchange ActAct (including any Form 10-K/A containing amended financial information or a material amendment to the previously filed Form 10-K); or (iii) files its quarterly reports on Form 10-Q under the Exchange Act or (iv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Manager shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agents with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement Shares, the Company shall provide Canaccord the Agents with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, stickersticker or supplement, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities (except as set forth in clauses (ii) through (v)); (ii) files an annual report Annual Report on Form 2010-F or 40-F K under the Exchange Act; or ; (iii) files a Quarterly Report on Form 10-Q under the Exchange Act; (iv) files (as opposed to furnishes) an Earnings 8-K; (v) files a report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act Act; and (vi) files an amendment to any document referred to in clauses (ii) through (v) above (each such date of filing of one or more of the documents referred to in clauses (i) through (iiivi) shall be a “Representation Date”); , the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. E, executed by the Company’s Chief Executive Officer, Chief Financial Officer or Chief Legal Officer, within three Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n7(o), then then, before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit AE, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(m) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(n), within three (3) Trading Days of any Representation Date if requested by CF&Co. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report Annual Report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a Quarterly Report on Form 10-Q under the Exchange Act; or (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report Annual Report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement or any Alternative Distribution Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements the Registration Statement (other than a prospectus supplement relating solely to an offering of securities other than the Placement SharesSecurities) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 20-F or 40-F 10‑K under the Exchange Act; (iii) files a quarterly report on Form 10‑Q under the Exchange Act; or or (iiiiv) files a current report on Form 6-K 8‑K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 1448‑K) under the Exchange Act Act; and (2) at any other time reasonably requested by ▇▇▇▇▇ Fargo Securities (each such date of filing of one or more of the documents referred to in clauses (i1)(i) through (iiiiv) and any time of request pursuant to this Section 7(o) shall be a “Representation Date”); , the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ Fargo Securities with a certificate, in the form attached hereto as Exhibit A. F within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. 10‑K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ Fargo Securities with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ Fargo Securities sells any Placement SharesSecurities, the Company shall provide Canaccord ▇▇▇▇▇ Fargo Securities with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 20-F or 40-F under the Exchange ActAct (including any Form 20-F/A containing amended financial information or a material amendment to the previously filed Form 20-F); or (iii) files a Form 6-K under the Exchange Act containing financial information that is incorporated by reference into the Registration Statement and the Prospectus; or (iv) files or furnishes a report on Form 6-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During Each time during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time Agreement that the Company (each date of filing of one or more of the documents referred to in the following clauses (i) files the Prospectus relating to the Placement Shares or through (iv) shall be a “Representation Date”): (i) amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report Annual Report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended audited financial information or 40a material amendment to the previously filed Annual Report on Form 10-F K); (iii) files its Quarterly Reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iii) shall be a “Representation Date”)Act; the Company shall furnish Canaccord to ▇. ▇▇▇▇▇ Securities (but in the case of clause (iiiiv) above only if Canaccord ▇. ▇▇▇▇▇ Securities reasonably determines that the financial information contained in such Current Report on Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, (i) upon the delivery of the first Placement Notice hereunder and (ii) if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇. ▇▇▇▇▇ Securities with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇. ▇▇▇▇▇ Securities sells any Placement Shares, the Company shall provide Canaccord ▇. ▇▇▇▇▇ Securities with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on the date of each the first Placement Notice given hereunder, hereunder and within 7 days of each time the Company (i) files amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to a previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial FASB Accounting Standards Codification No. 144360) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the . The Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) FBR with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company next delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord FBR with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord FBR sells any Placement Shares, the Company shall provide Canaccord FBR with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or supplements the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 2010-F or 40K under the Exchange Act (each date of filing of the Company’s annual report on Form 10-F K shall be a “10-K Representation Date”); (iii) each time the Company files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) each time the Company files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agents with a certificate, in the form attached hereto as Exhibit A. F, within three (3) Trading Days after any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any 10-K Representation Date on which the Company files its annual report on Form 20-F or 40-F. Date. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agents with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agents sells any Placement SharesSecurities, the Company shall provide Canaccord the Placement Agents with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “"furnish” " information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “"Representation Date”"); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During Upon commencement of the term offering of Shares pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; Securities (ii) files an a “Prospectus Filing Representation Date”), including for the 10-K Filing and 10-Q Filing (each date of filing the Company’s annual report on Form 20-F or 40-F under the Exchange Act; or (iii) files a report on Form 610-K containing amended financial information (other than an earnings release, to shall be a “furnish” information pursuant to Form 610-K relating to Representation Date”); and (ii) at any other time reasonably requested by the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Sales Manager (each such date of filing of one or more of the documents referred to in clauses clause (in)(i) through (iiiand any time of request pursuant to this Section 7(n) shall be a “Representation Date”); , the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Sales Manager with a certificate, in the form attached hereto as Exhibit A. D within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. a Comfort Letter is required to be delivered pursuant to Section 7(p). Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Manager with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord the Sales Manager sells any Placement SharesSecurities, the Company shall provide Canaccord the Sales Manager with a certificate, in the form attached hereto as Exhibit AD, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on (1) On or prior to the date of each the first Placement Notice given hereunder, and (2) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement SharesSecurities) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 20-F or 40a report of financials on Form 6-F K under the Exchange ActAct (including any Form 20-F/A or Form 6-K/A containing amended financial information or a material amendment to the previously filed Form 20-F or Form 6-K); or or (iii) files with the Commission a report on Form 6-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act that is material to the offering of securities of the Company in the reasonable discretion of the Agent, where such report indicates that it is incorporated by reference into the Registration Statement and Prospectus (each date of filing of one or more of the documents referred to in clauses (i) through (iii) shall be a “Representation Date”); the Company shall furnish Canaccord the Agent (but in the case of clause (iii) above only if Canaccord the Agent reasonably determines that the financial information contained in such Form 6-K is material) with a certificatecertificate dated the Representation Date, in the form attached hereto and substance satisfactory to the Agent and its counsel, substantially similar to the form previously provided to the Agent and its counsel, modified, as Exhibit A. necessary, to relate to the Registration Statement and the Prospectus as amended or supplemented. The requirement to provide a certificate under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which a Suspension is in effect or there is no Placement Notice is pendingin effect, which waiver shall continue until the earlier to occur of the date the Company delivers a instructions for the sale of Placement Notice Securities hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver a Suspension was in effect or there was no Placement Notice in effect and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the instructions for the sale of Placement Notice Securities or Canaccord the Agent sells any Placement SharesSecurities pursuant to such instructions, the Company shall provide Canaccord the Agent with a certificate, certificate in the form attached hereto conformity with this Section 7(l) dated as Exhibit A, dated of the date that the instructions for the sale of the Placement NoticeSecurities are issued.

Representation Dates; Certificate. During On or prior to the term of this Agreement, on the date of each Placement Notice given hereunder, First Delivery Date and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K under the Exchange Act containing amended audited financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K under the Exchange Act or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) 144 under the Exchange Act Act) (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) HCW with a certificate, in the form attached hereto as Exhibit A. 7(m) within five (5) Trading Days of any Representation Date if requested by HCW. The requirement to provide a certificate under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date, including for purposes of Sections 7(n) and 7(o) hereof) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord HCW with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord HCW sells any Placement Shares, the Company shall provide Canaccord HCW with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 2010-F K (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously field Form 10-F K) under the Exchange Act; (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information contained in an earnings release pursuant to Items 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act Act; and (2) at any other time reasonably requested by the Manager (each such date of filing of one or more of the documents referred to in clauses (i1)(i) through (iiiiv) and any time of request pursuant to this Section 7(o) shall be a “Representation Date”); , the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Manager with a certificate, in the form attached hereto as Exhibit A. D and executed by the Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer or Treasurer of the Company, within five (5) Trading Days of any such Representation Date, and in any event prior to the first sale of Securities pursuant to this Agreement and prior to the first sale of Securities on or after any such Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Manager with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Manager sells any Placement SharesSecurities, the Company shall provide Canaccord the Manager with a certificate, in the form attached hereto as Exhibit AD, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) each time the Company files its quarterly reports on Form 10-F Q under the Exchange Act; or or (iiiiv) each time the Company files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that Placement Agent and the financial information contained in such Form 6-K is material) Alternative Agent with a certificate, in the form attached hereto as Exhibit A. E, within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agent and the Alternative Agent with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Placement Agent and the Alternative Agent with a certificate, in the form attached hereto as Exhibit AE, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 20-F or 40-F under the Exchange Act; Act (including any Form 20-F/A containing amended financial information or a material amendment to the previously filed Form 20-F); (iii) files a report on Form 6-K under the Exchange Act containing quarterly financial information (other than an earnings release that is “furnished”) that is deemed to be incorporated by reference into the Registration Statement and Prospectus; or (iv) files a report on Form 6-K under the Exchange Act containing amended financial information (other than an earnings release, release that is “furnished”) that is deemed to “furnish” information pursuant to Form 6-K relating to be incorporated by reference into the reclassifications of certain properties as discontinued operations in accordance with Registration Statement of Financial Accounting Standards No. 144) under the Exchange Act and Prospectus (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 6-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During the term of this Agreement, on (1) Prior to the date of each the first Placement Notice given hereunder, and (2) each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report Annual Report on Form 2010-F K under the Exchange Act (including any Annual Report on Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Annual Report on Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a report Current Report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Current Report on Form 68-K or to provide disclosure pursuant to Item 8.01 of Current Report on Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord the Agent reasonably determines that the financial information contained in such Current Report on Form 68-K is material) with a certificatecertificate dated the Representation Date, in the form attached hereto and substance satisfactory to the Agent and its counsel, substantially similar to the form previously provided to the Agent and its counsel, modified, as Exhibit A. necessary, to relate to the Registration Statement and the Prospectus as amended or supplemented. The requirement to provide a certificate under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which no Placement Notice a Suspension is pendingin effect, which waiver shall continue until the earlier to occur of the date the Company delivers a instructions for the sale of Placement Notice Shares hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver a Suspension was in effect and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the instructions for the sale of Placement Notice Shares or Canaccord the Agent sells any Placement SharesShares pursuant to such instructions, the Company shall provide Canaccord the Agent with a certificate, certificate in the form attached hereto conformity with this Section 7(l) dated as Exhibit A, dated of the date that the instructions for the sale of the Placement NoticeShares are issued.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agents (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agents request such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect or if a suspension is in effect with respect to any Placement Notice, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agents with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord either Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agents with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agents such further information, certificates and documents as the Agents may reasonably request.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or Shares, amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or supplements the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 8(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. 8(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n8(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder or to any of the Alternative Agents under the Alternative Sales Agreements (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n8(m), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement Shares, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A8(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During Each time during the term of this Agreement, on Agreement that the date of each Placement Notice given hereunder, and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F or 40-F K under the Exchange Act; Act (including any Form 10-K/A containing amended audited financial information or a material amendment to the previously filed Form 10-K); (iii) files a quarterly report on Form 610-Q under the Exchange Act (including any Form 10-Q/A containing amended unaudited financial information or a material amendment to the previously filed Form 10-Q); or (iv) files a current report on Form 8-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Act; (each Each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date.”); ) the Company shall furnish Canaccord the Agents (but in the case of clause (iiiiv) above only if Canaccord the Agents reasonably determines determine that the financial information contained in such Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. 7(1). The requirement to provide a certificate under this Section 7(n7(1) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, (i) upon the delivery of the first Placement Notice hereunder and (ii) if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n7(1), then before the Company delivers the Placement Notice or Canaccord Agents sells any Placement Shares, the Company shall provide Canaccord the Agents with a certificate, in the form attached hereto as Exhibit A7(1), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an the offering of securities other than the Placement SharesCommon Stock) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than by means of a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40-F K under the Exchange Act; or (iii) files its quarterly reports on Form 10-Q under the Exchange Act; (iv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information furnished pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Act; or (v) has been reasonably requested by the Agents (each date of filing of one or more of the documents an event referred to in clauses (i) through (iiivi) shall be a “Representation Date”); the Company and the Operating Partnership shall furnish Canaccord the Agents, the Forward Sellers or the Forward Purchasers (but in the case of clause (iiiiv) above only if Canaccord an Agent, Forward Seller or Forward Purchaser reasonably determines that the financial information contained in such Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. and substance satisfactory to the Agents, Forward Sellers and Forward Purchasers and their counsel, substantially similar to the form previously provided to the Agents, Forward Sellers or Forward Purchasers and their counsel within five Trading Days of any Representation Date or, in the case of a Representation Date resulting from a Principal Settlement Date, delivered on such Principal Settlement Date, if requested by the Agent, Forward Seller or Forward Purchaser. The requirement to provide a certificate under this Section 7(n) shall be is hereby waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares or enter into a Forward following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents, Forward Sellers or Forward Purchasers with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord sells the Agents, Forward Sellers or Forward Purchasers sell any Placement Shares, the Company and the Operating Partnership shall provide Canaccord the Agents, Forward Sellers and Forward Purchasers with a certificate, in certificate substantially similar to the form attached hereto as Exhibit Apreviously provided to the Agents, Forward Sellers and Forward Purchasers and their counsel, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files a quarterly report on Form 10-F Q under the Exchange Act; or or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Item 2.02 or 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations (including in accordance with Statement of Financial Accounting Standards No. 144an earnings release)) under the Exchange Act Act; and (2) at any other time reasonably requested by ▇▇▇▇▇ Fargo Securities (each such date of filing of one or more of the documents referred to in clauses (iSection 7(o)(1) through (iiiand any time of request pursuant to this Section 7(o)(2) shall be a “Representation Date”); , the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇ Fargo Securities with a certificate, in the form attached hereto as Exhibit A. F, within three Trading Days following any Representation Date (except in the case of a waiver under the following sentence (a “Waiver”), in which case such certificate shall be furnished with or preceding the relevant Placement Notice). The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. ). Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ Fargo Securities with a certificate under this Section 7(n7(o), then then, before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ Fargo Securities sells any Placement SharesSecurities, the Company shall provide Canaccord ▇▇▇▇▇ Fargo Securities with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each on which the Company first delivers a Placement Notice given hereunder, pursuant to this agreement (the “First Placement Notice Date”) and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, sticker or supplement but not by means of incorporation of document(s) by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to release that is “furnishfurnished” information pursuant to Item 2.02 or Item 7.01 of Form 68-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144K) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord reasonably determines that (1) a Placement Notice is pending or in effect and (2) the financial information contained in Agent requests such certificate within three Business Days after the filing of such Form 68-K is materialwith the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) (modified, as necessary, to relate to the Registration Statement and the Prospectus as then amended or supplemented), within two Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pendingpending or in effect, which waiver shall continue until the earlier to occur of (1) the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and (2) the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when on which the Company relied on such the waiver referred to in the previous sentence and did not provide Canaccord the Agent with a certificate under this Section 7(n7(m), then before the Company delivers the a Placement Notice or Canaccord the Agent sells any Placement SharesShares pursuant thereto, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the such Placement Notice. Within two Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “"Representation Date”"); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date if requested by CF&Co. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During Upon commencement of the offering of the Placement Shares under this Agreement (and upon the recommencement of the offering of the Placement Shares under this Agreement following the termination of a Suspension Period) and within two (2) Trading Days after any Representation Date, and each time during the term of this Agreement, on Agreement and the date of each Placement Notice given hereunder, and each time Forward Contract that the Company (each date of filing of one or more of the documents referred to in clauses (i) files the Prospectus relating to the Placement Shares or through (iv) below shall be a “Representation Date”): (i) amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report Annual Report on Form 2010-F or 40-F K under the Exchange Act; Act (including any Form 10-K/A containing amended financial information or a material amendment to the previously filed Form 10-K); (iii) files a report its Quarterly Reports on Form 610-Q under the Exchange Act (including any Form 10-Q/A containing amended financial information or a material amendment to the previously filed Form 10-Q); or (iv) files a Current Report on Form 8-K containing amended financial information information, capsule financial information, financial statements, supporting schedules or other financial data (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iii) shall be a “Representation Date”)Act; the The Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that Agents, the financial information contained in such Form 6-K is material) Forward Purchasers and the Forward Sellers with a certificate, in the form attached hereto as Exhibit A. The requirement to provide a certificate under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents, the Forward Purchasers and the Forward Sellers with a certificate under this Section 7(n7(l), then before the Company delivers the Placement Notice or Canaccord any of the Agents, the Forward Purchasers or the Forward Sellers sells or offers any Placement Shares, the Company shall provide Canaccord the Agents the Forward Purchasers and the Forward Sellers with a certificate, in the form attached hereto as Exhibit A, dated the date of the Placement Notice. The obligation of the Company under this Section 7(l) shall be deferred for any Suspension Period and shall recommence upon the termination of such Suspension Period.

Representation Dates; Certificate. During the term of this Agreement, on On or prior to the date of each the first Placement Notice is given hereunder, hereunder and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement or the Prospectus relating to the Placement Shares (other than (A) a prospectus supplement relating solely filed in accordance with Section 7(l) of this Agreement or (B) a supplement or amendment that relates to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual Annual Report on Form 10-K under the Exchange Act (including any Form 10-K/A containing amended financial information or a material amendment to the previously filed Form 10-K); (iii) files a quarterly report on Form 2010-F or 40-F Q under the Exchange Act; or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); , the Company shall furnish Canaccord the Sales Agent within three (but in the case of clause (iii3) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Trading Days after each Representation Date with a certificate, in the form attached hereto as Exhibit A. 7(m). The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Sales Agent with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord the Sales Agent sells any Placement Shares, the Company shall provide Canaccord the Sales Agent with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on (1) Prior to the date of each the first Placement Notice given hereunder, and (2) each time the Company Company: (i) files the Prospectus Prospectuses relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus Prospectuses relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus Prospectuses relating to the Placement Shares; ; (ii) files an annual report on Form 2040-F or 4020-F under the Exchange Act; or ; (iii) files a report on Form 6-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Form 6-K or to provide disclosure pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act; or (iv) files a Form 6-K under the Exchange Act for any other purpose (other than to “furnish” information pursuant to revised Form 6-K) (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord the Agent reasonably determines that the financial information contained in such Form 6-K is material) with a certificatecertificate dated the Representation Date, in the form attached hereto and substance satisfactory to the Agent and its counsel, substantially similar to the form previously provided to the Agent and its counsel, modified, as Exhibit A. necessary, to relate to the Registration Statement and the Prospectuses as amended or supplemented. The requirement to provide a certificate under this Section 7(n7(k) shall be waived for any Representation Date occurring at a time at which no Placement Notice a Suspension is pendingin effect, which waiver shall continue until the earlier to occur of the date the Company delivers a instructions for the sale of Placement Notice Shares hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver a Suspension was in effect and did not provide Canaccord the Agent with a certificate under this Section 7(n7(k), then before the Company delivers the instructions for the sale of Placement Notice Shares or Canaccord the Agent sells any Placement SharesShares pursuant to such instructions, the Company shall provide Canaccord the Agent with a certificate, certificate in the form attached hereto conformity with this Section 7(l) dated as Exhibit A, dated of the date that the instructions for the sale of the Placement NoticeShares are issued.

Representation Dates; Certificate. During the term of this Agreement, on (1) On or prior to the date of each the first Placement Notice given hereunderand (2) following the delivery of the first Placement Notice, and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F K under the Exchange Act (including any Form 10-K/A containing amended financial information or 40a material amendment to the previously filed Form 10-F K); (iii) files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord the Agent reasonably determines that the financial information contained in such Form 68-K is material) with a certificatecertificate dated the Representation Date, in the form attached hereto as Exhibit A. 7(l). The requirement to provide a certificate under this Section 7(n7(l) shall be waived for any Representation Date occurring at a time at which no a Suspension is in effect or prior to the filing of the first Placement Notice is pendingNotice, which waiver shall continue until the earlier to occur of the date the Company delivers a instructions for the sale of Placement Notice Shares hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver a Suspension was in effect and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the instructions for the sale of Placement Notice Shares or Canaccord the Agent sells any Placement SharesShares pursuant to such instructions, the Company shall provide Canaccord the Agent with a certificate, certificate in the form attached hereto conformity with this Section 7(l) dated as Exhibit A, dated of the date that the instructions for the sale of the Placement NoticeShares are issued.

Representation Dates; Certificate. During On or prior to the First Delivery Date and each time thereafter during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time Agreement the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements the Registration Statement (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to release or other information “furnish” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144furnished”) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord ▇▇▇▇▇ (but in the case of clause (iiiiv) above only if Canaccord (1) a Placement Notice is pending, (2) ▇▇▇▇▇ reasonably determines that the financial information contained in such Form 68-K is materialmaterial to a holder of Common Stock and (3) ▇▇▇▇▇ requests such certificate within three (3) days after the filing of such Form 8-K with the Commission) with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date if requested by ▇▇▇▇▇. The requirement to provide a certificate under this Section 7(n7(m) shall be automatically waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇ with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇ sells any Placement Shares, the Company shall provide Canaccord ▇▇▇▇▇ with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During Upon the execution of this Agreement, and during the term of this Agreement, on the date of each Placement Notice given hereunder, and each time the Company Corporation (i) files the Prospectus Prospectuses relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus Prospectuses relating to the Placement Shares by means of a post-effective amendment, sticker, amendment or supplement but not by means of incorporation of document(s) documents by reference to the Registration Statement or the Prospectus Prospectuses relating to the Placement Shares; (ii) files or amends an annual report on Form 20-F or 40-F under the Exchange ActF; or (iii) files a report or amends interim financial statements on Form 6-K containing amended financial information K; or (iv) at any other than an earnings release, to “furnish” information pursuant to Form 6-K relating to time reasonably requested by the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act Agents (each date of filing of one or more of the documents referred to in clauses (i) through (iii) and any time of request pursuant to (iv) above shall be a “"Representation Date”"); , the Company Corporation shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agents with a certificatecertificates, in the form attached hereto as Exhibit A. A-1 and 2 and back-up information satisfactory to the Agents verifying the operational, statistical and market data included in the relevant filing, within three Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n8(n) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company Corporation delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company Corporation files its annual report on Form 20-F or 40-F. Notwithstanding the foregoing, if the Company Corporation subsequently decides to sell Placement Shares following a Representation Date when the Company Corporation relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n8(n), then before the Company Corporation delivers the Placement Notice or Canaccord sells the Agents sell any Placement Shares, the Company Corporation shall provide Canaccord the Agents with a certificatecertificates, in the form attached hereto as Exhibit AA-1 and 2, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) each time the Company files its quarterly reports on Form 10-F Q under the Exchange Act; or and (iiiiv) each time the Company files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8‑K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agent with a certificate, in the form attached hereto as Exhibit A. E, within two (2) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agent with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Placement Agent with a certificate, in the form attached hereto as Exhibit AE, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information statements or pro forma financial statements (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. . Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n7(m), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(m), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement and: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 2010-F or 40K under the Exchange Act (each date of filing of the Company’s annual report on Form 10-F K shall be a “10-K Representation Date”); (iii) each time the Company files its quarterly reports on Form 10-Q under the Exchange Act; or or (iiiiv) each time the Company files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Placement Agent with a certificate, in the form attached hereto as Exhibit A. G, within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any 10-K Representation Date on which the Company files its annual report on Form 20-F or 40-F. Date. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Placement Agent with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company and the Operating Partnership shall provide Canaccord the Placement Agent with a certificate, in the form attached hereto as Exhibit AG, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 7(m) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) CF&Co with a certificate, in the form attached hereto as Exhibit A. 7(n) within three (3) Trading Days of any Representation Date if reasonably requested by CF&Co. The requirement to provide a certificate under this Section 7(n) shall be is hereby waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, provided however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord CF&Co with a certificate under this Section 7(n), then before the Company delivers the Placement Notice or Canaccord CF&Co sells any Placement Shares, the Company and the Operating Partnership shall provide Canaccord CF&Co with a certificate, in the form attached hereto as Exhibit A7(n), dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the Securities are first sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and subsequently thereafter: (i) each time the Company (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares Securities (other than amendments or supplements that are filed solely to report sales of the Placement Securities pursuant to this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) each time the Company files an annual report on Form 20-F or 40-F under the Exchange Act; Act (including any Form 20-F/A containing amended financial information or a material amendment to the previously filed Form 20-F); (iii) each time the Company files its quarterly or six-month reports on Form 6-K under the Exchange Act containing financial statements, supporting schedules or other financial data incorporated by reference into the Registration Statement; or (iv) each time the Company files a report on Form 6-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) Company under the Exchange Act incorporated by reference into the Registration Statement (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agents with a certificate, in the form attached hereto as Exhibit A. E, within three (3) Trading Days of any Representation Date, provided that the obligation to furnish such certificate pursuant to Section 7(o)(iv) shall only be required if (x) a Placement Notice is pending and (y) the information contained in such Form 6-K is material to a holder of Ordinary Shares. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar fiscal quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agents with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord the Placement Agent sells any Placement SharesSecurities, the Company shall provide Canaccord the Agents with a certificate, in the form attached hereto as Exhibit AE, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Securities are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, and Agreement or any Alternative Distribution Agreement and: (1) each time the Company Company: (i) files the Prospectus relating to the Placement Shares Securities or amends or supplements the Registration Statement (other than a prospectus supplement relating solely to an offering of securities other than the Placement SharesSecurities) the Registration Statement or the Prospectus relating to the Placement Shares Securities by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; Securities; (ii) files an annual report on Form 20-F or 40-F 10‑K under the Exchange Act; (iii) files a quarterly report on Form 10‑Q under the Exchange Act; or or (iiiiv) files a current report on Form 6-K 8‑K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 6-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 1448‑K) under the Exchange Act Act; and (2) at any other time reasonably requested by ▇▇▇▇▇▇▇▇▇▇ Securities (each such date of filing of one or more of the documents referred to in clauses (i1)(i) through (iiiiv) and any time of request pursuant to this Section 7(o) shall be a “Representation Date”); , the Company and the Operating Partnership shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) ▇▇▇▇▇▇▇▇▇▇ Securities with a certificate, in the form attached hereto as Exhibit A. F within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n7(o) shall be waived for any Representation Date occurring at a time at which no Placement Notice (as amended by the corresponding Acceptance, if applicable) is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 20-F or 40-F. 10‑K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares Securities following a Representation Date when the Company relied on such waiver and did not provide Canaccord ▇▇▇▇▇▇▇▇▇▇ Securities with a certificate under this Section 7(n7(o), then before the Company delivers the Placement Notice or Canaccord ▇▇▇▇▇▇▇▇▇▇ Securities sells any Placement SharesSecurities, the Company shall provide Canaccord ▇▇▇▇▇▇▇▇▇▇ Securities with a certificate, in the form attached hereto as Exhibit AF, dated the date of the Placement Notice.

Representation Dates; Certificate. During the term of this Agreement, on On the date of each Placement Notice given hereunder, this Agreement and each time the Company Company: (i) files the Prospectus relating to the Placement Shares or amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or the Prospectus relating to the Placement Shares by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) documents by reference to into the Registration Statement or the Prospectus relating to the Placement Shares; ; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act (including any Form 10-F K/A that contains restated financial statements); (iii) files a quarterly report on Form 10-Q under the Exchange Act; or or (iiiiv) files a current report on Form 68-K containing amended audited financial information (other than an earnings release, to information “furnishfurnished” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications reclassification of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall will be a “Representation Date”); the Company shall will furnish Canaccord the Agent (but in the case of clause (iiiiv) above only if Canaccord the Agent reasonably determines that the financial information contained in such Form 68-K is material) with a certificate, in the form attached hereto as Exhibit A. The requirement to provide a certificate under this Section 7(n7(l) shall will be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall will continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder (which for such calendar quarter shall will be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall will not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n7(l), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement Shares, the Company shall will provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A, dated the date of the Placement Notice.

Representation Dates; Certificate. During On or prior to the term date that the first Shares are sold pursuant to the terms of this Agreement, on the date of each Placement Notice given hereunder, Agreement and each time the Company (i) files the Prospectus relating to the Placement Shares or Shares, amends or supplements (other than a prospectus supplement relating solely to an offering of securities other than the Placement Shares) the Registration Statement or supplements the Prospectus relating to the Placement Shares (other than a prospectus supplement filed in accordance with Section 8(l) of this Agreement) by means of a post-effective amendment, sticker, or supplement but not by means of incorporation of document(s) by reference to the Registration Statement or the Prospectus relating to the Placement Shares; (ii) files an annual report on Form 2010-F or 40K under the Exchange Act; (iii) files its quarterly reports on Form 10-F Q under the Exchange Act; or (iiiiv) files a report on Form 68-K containing amended financial information (other than an earnings release, to “furnish” information pursuant to Items 2.02 or 7.01 of Form 68-K or to provide disclosure pursuant to Item 8.01 of Form 8-K relating to the reclassifications of certain properties as discontinued operations in accordance with Statement of Financial Accounting Standards No. 144) under the Exchange Act (each date of filing of one or more of the documents referred to in clauses (i) through (iiiiv) shall be a “Representation Date”); the Company shall furnish Canaccord (but in the case of clause (iii) above only if Canaccord reasonably determines that the financial information contained in such Form 6-K is material) Agent with a certificate, in the form attached hereto as Exhibit A. 8(m) within three (3) Trading Days of any Representation Date. The requirement to provide a certificate under this Section 7(n8(m) shall be waived for any Representation Date occurring at a time at which no Placement Notice is pending, which waiver shall continue until the earlier to occur of the date the Company delivers a Placement Notice hereunder or to any Alternative Agent under the Alternative Sales Agreement (which for such calendar quarter shall be considered a Representation Date) and the next occurring Representation Date; provided, however, that such waiver shall not apply for any Representation Date on which the Company files its annual report on Form 2010-F or 40-F. K. Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide Canaccord the Agent with a certificate under this Section 7(n8(m), then before the Company delivers the Placement Notice or Canaccord the Agent sells any Placement Shares, the Company shall provide Canaccord the Agent with a certificate, in the form attached hereto as Exhibit A8(m), dated the date of the Placement Notice.