EX-1
from SC 13D
9 pages
Whereas the Lender Has Committed to Provide to the Borrower an Amount, in Cash, of Up to Fifteen Million U.S. Dollars (US$15,000,000), to Ensure That the Required Funds Are Available to Make Full Payment for the Shares That the Borrower Has Offered to Acquire Pursuant to the Proposed Transaction Upon the Terms and Subject to the Conditions Set Forth or Referred to in a Commitment Letter, Dated December 17, 2009, Signed by the Lender and Agreed to and Accepted by the Borrower; and Whereas the Lender Wishes to Lend the Above-Stated Sum to the Borrower, Subject to the Terms and Conditions of This Agreement and the Escrow Agreement Made Between the Borrower, the Lender and Fraser Milner Casgrain Llp (“The Escrow Agreement”); Now, Therefore, for Good and Valuable Consideration (The Receipt and Sufficiency of Which Are Hereby Acknowledged) and in Consideration of the Covenants Hereinafter Set Forth, the Parties Agree as Follows: 1. Loan
12/34/56