The Term Sheet is non-binding and contains a list of key terms and conditions precedent for the establishment of commercial arrangements between the parties. Definitive agreements will be negotiated and prepared after further due diligence, anticipated to be completed by March 11, 2011, is conducted by the Company. Completion may occur any time up August 8, 2011 and is subject to a number of conditions, including but not limited to, execution and delivery of all requisite definitive agreements by the respective parties thereto; applicable regulatory approvals and/or acceptance; and, if applicable, requisite director and shareholder approval. There can be no assurance that the proposed acquisition will be completed as proposed or at all.