Common use of Restrictions on Exercise by U Clause in Contracts

Restrictions on Exercise by U. S. Warrantholders.‌ 3.3.1 Subject to Section 3.3.2 below, (i) Warrants may not be exercised within the United States or by or on behalf of any person in the United States or U.S. Person; and (ii) no Common Shares issued upon exercise of Warrants may be delivered to any address in the United States. 3.3.2 Notwithstanding Section 3.2.1 or Section 3.3.1, (i) Warrants may be exercised by or on behalf of a person in the United States or a U.S. Person, and (ii) Common Shares issued upon exercise of any such Warrants may be delivered to an address in the United States, provided that the person exercising the Warrants has delivered to the Corporation an opinion of counsel from counsel of recognized standing and in form and substance satisfactory to the Corporation and the Corporation’s transfer agent to the effect that an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws is available. 3.3.3 If certificates representing Common Shares are issued upon the exercise of Certificated Warrants which bear the legend set forth in Section 2.5.3 and which are issued pursuant to Box B or C of the Exercise Form, such certificated Common Shares shall bear the legend set forth in Section 2.5.3.

Restrictions on Exercise by U. S. Warrantholders.‌Warrantholders. 3.3.1 Subject to Section 3.3.2 below, (i) Warrants may not be exercised within the United States or by or on behalf of any person in the United States or U.S. Person; and (ii) no Common Shares issued upon exercise of Warrants may be delivered to any address in the United States. 3.3.2 Notwithstanding Section 3.2.1 or Section 3.3.1, (i) Warrants may be exercised by or on behalf of a person in the United States or a U.S. Person, and (ii) Common Shares issued upon exercise of any such Warrants may be delivered to an address in the United States, provided that the person exercising the Warrants has delivered to the Corporation an opinion of counsel from counsel of recognized standing and in form and substance satisfactory to the Corporation and the Corporation’s transfer agent to the effect that an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws is available. 3.3.3 If certificates representing Common Shares are issued upon the exercise of Certificated Warrants which bear the legend set forth in Section 2.5.3 and which are issued pursuant to Box B or C of the Exercise Form, such certificated Common Shares shall bear the legend set forth in Section 2.5.3.