Farm, Convertible Variable Rate Mortgage Schedule to Charge This schedule forms part of a charge made pursuant to the Land Registration Reform Act and regulations thereunder (hereinafter the charge and all the schedules thereto are collectively called the "charge") between the Chargor and Bank of Montreal, as Chargee, and any other parties thereto. The provisions of the charge referred to in the charge as being contained in a schedule to the Charge are as follows: A. Variable Interest Rate 1. The Chargor shall pay to the Chargee interest on the principal amount of the charge and all other amounts secured by the charge at a variable rate per annum (herein called the "Actual Mortgage Rate") equivalent to: (a) the Prime Rate, if an "X" is marked here: __________; or (b) the rate which is ________ % per annum in excess of the Prime Rate, if an "X" is marked here: ______________. Such interest shall be calculated and payable monthly not in advance at the Actual Mortgage Rate on the first day of each month and shall apply as well after as before maturity and both before and after default or judgment. The "Prime Rate" shall mean the fluctuating annual rate of interest declared by the Chargee from time to time as the reference rate it will use to determine rates of interest payable by borrowers to the Chargee on loans in Canadian dollars made by the Chargee to such borrowers in Canada and designated by the Chargee as its prime rate. 2. The Actual Mortgage Rate shall change automatically whenever the Prime Rate is changed by the Chargee. The Chargee may, in its sole discretion, change the Prime Rate at any time and from time to time. 3. The attached Appendix discloses various annual rates of interest calculated monthly not in advance and the equivalent annual rates of interest calculated half-yearly not in advance. 4. Although the Actual Mortgage Rate shall change from time to time, the amount of the instalments of principal and interest payable by the Chargor to the Chargee pursuant to the charge shall not change (unless changed in accordance with paragraph 5 of Section A of this Schedule). If the amount of any instalment paid by the Chargor is insufficient to pay all interest accrued under the charge when such instalment is paid, the accrued interest which remains unpaid shall itself bear interest (which is referred to as compound interest) at the Actual Mortgage Rate until paid. 5. Whenever the principal amount owing under the charge, all unpaid interest accrued thereon and all other amounts owing by the Chargor to the Chargee under the charge exceed $_________________, the Chargee may notify the Chargor of the amount of such excess and the Chargor shall, at the Chargee's request: (a) pay to the Chargee forthwith an amount equivalent to such excess; and (b) pay to the Chargee on each instalment payment date from and including the next instalment payment date to and including the last instalment payment date set out in the charge, an amount of principal and interest determined by the Chargee in excess of and in addition to the amount of the instalment of principal and interest set out in the charge, or either of the foregoing, as determined by the Chargee. B. Prepayment Provisions [Mark an X beside the applicable provision below] LIMITED PREPAYMENTS: ___________ OR OPEN: ___________ 1. The Chargor shall not be entitled to prepay any amount except as expressly set out in this Schedule. Paragraph 8 (Prepayment Provisions) of the standard charge terms is hereby excluded from the charge. 2. (a) If an X is marked beside "LIMITED PREPAYMENTS" in this Section B above, the Chargor shall have the following rights: (i) the Chargor shall be entitled, when not in default under the charge, to prepay an amount of principal, not in excess of 10% of the original principal amount of the charge, once in each calendar year during the Term of the Charge at any time during such year without notice and without payment of any bonus, provided that such prepayment privileges shall not be cumulative; (ii) the Chargor shall be entitled when not in default under the charge upon the execution by the Chargor of a charge amending agreement in form and substance satisfactory to the Chargee and upon the payment by the Chargor to the Chargee of an amendment fee satisfactory to the Chargee: 1. to increase, once in each calendar year during the Term of the Charge, the amount of the instalment of principal and interest payable under the charge, provided that such increase does not exceed 10% of the amount of the instalment of principal and interest payable by the Chargor immediately prior to such increase; or 2. after any increase pursuant to subparagraph (ii)1. hereof, to decrease once in each calendar year during the Term of the Charge (including the calendar year in which such increase occurred), the amount of the instalment of principal and interest payable under the charge, provided that the original amortization period of the charge is not extended as a result of such reduction, but none of the foregoing rights is cumulative; (iii) the Chargor shall be entitled, when not in default under the charge, at any time, without prior notice, to prepay any principal amount of the charge upon payment, by way of bonus, of an additional amount equivalent to three months' interest at the Actual Mortgage Rate on the amount of any such principal prepayment and, if the full principal amount is repaid, upon payment by the Chargor to the Chargee of the discharge or assignment fee required by the Chargee; and (iv) in the event any partial prepayment of principal is made, the amount and due date of each instalment of principal and interest shall not change as a result of such prepayment. OR (b) If an X is marked beside "OPEN" in this Section B above, the Chargor shall be entitled, when not in default pursuant to the charge, at any time, without prior notice, to prepay any principal amount, provided that (i) if the full principal amount is repaid, the Chargor pays to the Chargee the discharge or assignment fee required by the Chargee; or (ii) if the full principal amount is not repaid, the amount and due date of each instalment of principal and interest shall not change as a result of such prepayment. C. Conversion 1. If an X is marked beside "LIMITED PREPAYMENTS" in section B of this Schedule (above), the Chargor shall be entitled, when not in default, to apply to the Chargee to amend the charge: (a) to extend the Term of the Charge, to change the Actual Mortgage Rate to a fixed rate of interest determined by the Chargee and to change the prepayment provisions of the charge to those set out in subparagraph B.2.(a) of this Schedule except that the prepayment right referred to in subparagraph B.2.(a)(iii) shall only be exercised during the last year of the amended term of the charge if the amended term is four years or less, after the end of the 36th month after the effective date of the amendment if the amended term of the charge is longer than four years but not longer than five years, during the last two years of the amended term of the charge if the amended term of the charge is longer than five years but not seven years or longer, or after the fifth year of the amended term of the charge if the amended term of the charge is seven years or longer; or (b) to extend the Term of the Charge and to change the prepayment provisions of the charge to those set out in subparagraph B.2.(b) of this Schedule provided the Chargor pays to the Chargee, at the time of execution of the amendment agreement, a conversion fee equivalent to three months' interest on the principal amount outstanding at such time calculated at the Actual Mortgage Rate in effect at such time, and, if agreed to by the Chargee, the parties shall enter into an amendment agreement, prescribed in form and content by the Chargee, giving effect to such amendment upon execution provided that the Chargor also pays to the Chargee a processing fee in consideration for such amendment. OR 2. If an X is marked beside "OPEN" in section B of this Schedule (above), the Chargor shall be entitled, when not in default, to apply to the Chargee to amend the charge: (a) to extend the Term of the Charge, to change the Actual Mortgage Rate to a fixed rate of interest determined by the Chargee and to change the prepayment provisions of the charge to those set out in subparagraph B.2.(a) of this Schedule except that the prepayment right referred to in subparagraph B.2.(a)(iii) shall only be exercised during the last year of the amended term of the charge if the amended term is four years or less, after the end of the 36th month after the effective date of the amendment if the amended term of the charge is longer than four years but not longer than five years, during the last two years of the amended term of the charge if the amended term of the charge is longer than five years but not seven years or longer, or after the fifth year of the amended term of the charge if the amended term of the charge is seven years or longer; or (b) to change the prepayment provisions of the charge to those set out in subparagraph B.2.(a) of this Schedule, and, if agreed to by the Chargee, the parties shall enter into an amendment agreement, prescribed in form and content by the Chargee, giving effect to such amendment upon execution, provided that the Chargor also pays to the Chargee a processing fee in consideration for such amendment. D. Additional Exclusions from Standard Charge Terms Paragraph 9 (Mortgage Rate Protection Plan), paragraph 10 (Portability of Charge) and paragraph 11 (More Frequent Payment Provisions) of the standard charge terms are hereby excluded from the charge. E. Unapproved Sale by Chargor or Change in Control of Corporate Chargor 1. Without prejudice to any right of the Chargee to accelerate payment of all amounts owing by the Chargor pursuant to the charge (collectively, the "Indebtedness") as provided by the standard charge terms, the charge and all Indebtedness (or any part thereof determined by the Chargee) together with a bonus equivalent to the Sales Payment Amount shall, at the option of the Chargee, become due and payable by the Chargor to the Chargee on the date of delivery (the "Acceleration Date") of notice of acceleration by the Chargee to the Chargor after the occurrence of: (a) a sale, transfer, lease, or disposition in any other manner of the charged land or any part thereof or interest therein without the prior written consent of the Chargee; or (b) if the Chargor is a corporation, a change in control of the Chargor, without the prior written consent of the Chargee, and for purposes hereof a change in control of the Chargor shall be deemed to occur if there occurs a sale, transfer, assignment or other disposition of more than 50% of the voting shares issued by the Chargor or of more than 50% of the voting shares issued by any other corporation which directly or indirectly owns more than 50% of such shares of the Chargor. 2. For the purposes hereof, the "Sales Payment Amount" shall mean the greater of: (a) an amount equivalent to three months' interest at the Actual Mortgage Rate on the principal amount of the Indebtedness outstanding on the Acceleration Date; or (b) an amount equivalent to: (i) the present value of the aggregate amount of interest which would, but for the payment of the Indebtedness, be payable on the principal amount of the Indebtedness outstanding on the Acceleration Date accruing from the Acceleration Date to the balance due date specified by the charge determined at the Actual Mortgage Rate in effect on the Acceleration Date; less (ii) the present value of the aggregate amount of interest which would, but for the payment of the Indebtedness, be payable on the principal amount of the Indebtedness outstanding on the Acceleration Date accruing from the Acceleration Date to the balance due date specified by the charge determined at a rate equivalent to the Chargee's Residential Mortgage Rate in effect on the Acceleration Date. The discount rate (or factor) to be applied to determine the present value referred to in subparagraph (i) shall be the Actual Mortgage Rate in effect on the Acceleration Date and the discount rate (or factor) to be applied to determine the present value referred to in subparagraph (ii) shall be the Chargee's Residential Mortgage Rate in effect on the Acceleration Date. For the purposes of this subparagraph (b), the "Chargee's Residential Mortgage Rate" shall mean the annual fixed rate of interest, calculated half-yearly, not in advance, declared by the Chargee from time to time as the rate of interest payable by borrowers to the Chargee on loans in Canadian dollars made by the Chargee to such borrowers in Canada for a term (rounded downward to the nearest full year) equivalent to the period between the Acceleration Date and the balance due date specified by the charge, secured by first mortgages of residential property in Canada with limited prepayment provisions. F. Tax Payments 1. The Chargor shall promptly pay or cause to be paid all Taxes now or hereafter charged by any authority on the charged land as and when they become due and the Chargor shall, within one (1) month after the date fixed for the payment of the last instalment of Taxes in each year, provide the Chargee with receipted tax bills showing that all such Taxes for such year have been fully paid. 2. Subparagraph 6(c) (Taxes) of the standard charge terms is hereby excluded from the charge. APPENDIX The following table is provided for the Chargor's information since the applicable interest rate will likely change from time to time. The interest rates set out in Column B are the annual interest rates calculated half-yearly not in advance which are equivalent to the corresponding annual interest rates calculated monthly not in advance, set out in Column A. COLUMN A COLUMN B COLUMN A COLUMN B Interest rate Interest rate Interest rate Interest rate calculated calculated calculated calculated monthly half-yearly monthly half-yearly not in not in not in not in advance advance advance advance 5.0000% 5.0524% 12.6250% 12.9618% 5.1250% 5.1800% 12.7500% 13.0935% 5.2500% 5.3078% 12.8750% 13.2253% 5.3750% 5.4355% 13.0000% 13.3572% 5.5000% 5.5634% 13.1250% 13.4892% 5.6250% 5.6913% 13.2500% 13.6212% 5.7500% 5.8193% 13.3750% 13.7533% 5.8750% 5.9474% 13.5000% 13.8854% 6.0000% 6.0755% 13.6250% 14.0177% 6.1250% 6.2037% 13.7500% 14.1499% 6.2500% 6.3319% 13.8750% 14.2823% 6.3750% 6.4603% 14.0000% 14.4147% 6.5000% 6.5887% 14.1250% 14.5472% 6.6250% 6.7171% 14.2500% 14.6798% 6.7500% 6.8456% 14.3750% 14.8124% 6.8750% 6.9742% 14.5000% 14.9451% 7.0000% 7.1029% 14.6250% 15.0779% 7.1250% 7.2316% 14.7500% 15.2108% 7.2500% 7.3604% 14.8750% 15.3437% 7.3750% 7.4892% 15.0000% 15.4766% 7.5000% 7.6182% 15.1250% 15.6097% 7.6250% 7.7472% 15.2500% 15.7428% 7.7500% 7.8762% 15.3750% 15.8760% 7.8750% 8.0053% 15.5000% 16.0092% 8.0000% 8.1345% 15.6250% 16.1425% 8.1250% 8.2638% 15.7500% 16.2759% 8.2500% 8.3931% 15.8750% 16.4094% 8.3750% 8.5225% 16.0000% 16.5429% 8.5000% 8.6519% 16.1250% 16.6765% 8.6250% 8.7815% 16.2500% 16.8102% 8.7500% 8.9111% 16.3750% 16.9439% 8.8750% 9 0407% 16.5000% 17.0777% 9.0000% 9.1704% 16.6250% 17.2116% 9.1250% 9.3002% 16.7500% 17.3455% 9.2500% 9.4301% 16.8750% 17.4795% 9.3750% 9.5600% 17.0000% 17.6136% 9.5000% 9.6900% 17.1250% 17.7477% 9.6250% 9.8201% 17.2500% 17.8819% 9.7500% 9.9502% 17.3750% 18.0162% 9.8750% 10.0804% 17.5000% 18.1506% 10.0000% 10.2107% 17.6250% 18.2850% 10.1250% 10.3410% 17.7500% 18.4195% 10.2500% 10.4714% 17.8750% 18.5540% 10.3750% 10.6019% 18.0000% 18.6887% 10.5000% 10.7324% 18.1250% 18.8233% 10.6250% 10.8630% 18.2500% 18.9581% 10.7500% 10.9937% 18.3750% 19.0929% 10.8750% 10.1244% 18.5000% 19.2278% 11.0000% 11.2552% 18.6250% 19.3628% 11.1250% 11.3861% 18.7500% 19.4979% 11.2500% 11.5170% 18.8750% 19.6330% 11.3750% 11.6480% 19.0000% 19.7682% 11.5000% 11.7791% 19.1250% 19.9034% 11.6250% 11.9102% 19.2500% 20.0387% 11.7500% 12.0414% 19.3750% 20.1741% 11.8750% 12.1727% 19.5000% 20.3096% 12.0000% 12.3040% 19.6250% 20.4451% 12.1250% 12.4354% 19.7500% 20.5807% 12.2500% 12.5669% 19.8750% 20.7163% 12.3750% 12.6985% 20.0000% 20.8521% 12.5000% 12.8301%