<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>3
<FILENAME>ex99-2.txt
<DESCRIPTION>EXHIBIT 99.2
<TEXT>
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                            KINROSS GOLD CORPORATION

                              RESTRICTED SHARE PLAN

    FEBRUARY 15, 2001 AND AMENDED AS OF JANUARY 31, 2003, FEBRUARY 28, 2004,
                       MAY 10, 2004 AND DECEMBER 21, 2005

                                   ARTICLE ONE

                         DEFINITIONS AND INTERPRETATION

Section 1.01 DEFINITIONS: For purposes of the Restricted Share Plan, unless such
word or term is otherwise defined herein or the context in which such word or
term is used herein otherwise requires, the following words and terms with the
initial letter or letters thereof capitalized shall have the following meanings:

        (a)     "Act" means the BUSINESS CORPORATIONS ACT (Ontario) or its
                successor, as amended from time to time;

        (b)     "Associate" where used to indicate a relationship with any
                person or company means: (i) any company of which such person or
                company beneficially owns, directly or indirectly, voting
                securities carrying more than 10 per cent of the voting rights
                attached to all voting securities of the company for the time
                being outstanding; (ii) any partner of that person or company;
                (iii) any trust or estate in which such person or company has a
                substantial beneficial interest or as to which such person or
                company serves as trustee or in a similar capacity; (iv) any
                relative of that person who resides in the same home as that
                person; (v) any person who resides in the same home as that
                person and to whom that person is married, or any person of the
                opposite sex or the same sex who resides in the same home as
                that person and with whom that person is living in a conjugal
                relationship outside marriage; or (vi) any relative of a person
                mentioned in clause (v) who has the same home as that person;

        (c)     "Change of Control" means the occurrence of any one or more of
                the following events:

                (i)     a consolidation, merger, amalgamation, arrangement or
                        other reorganization or acquisition involving the
                        Corporation or any of its affiliates (as such term is
                        defined in the Act) and another corporation or other
                        entity, as a result of which the holders of common
                        shares of the Corporation prior to the completion of the
                        transaction hold less than 50% of the outstanding common
                        shares of the successor corporation after completion of
                        the transaction;

                (ii)    the sale, lease, exchange or other disposition, in a
                        single transaction or a series of related transactions,
                        of assets, rights or properties of the Corporation
                        and/or any of its subsidiaries which have an aggregate
                        book



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                                      -2-

               value greater than 30% of the book value of the assets, rights
               and properties of the Corporation and its subsidiaries on a
               consolidated basis to any other person or entity, other than a
               disposition to a wholly-owned subsidiary of the Corporation in
               the course of a reorganization of the assets of the Corporation
               and its subsidiaries;

                (iii)   a resolution is adopted to wind-up, dissolve or
                        liquidate the Corporation;

                (iv)    any person, entity or group of persons or entities
                        acting jointly or in concert (an "Acquiror") acquires or
                        acquires control (including, without limitation, the
                        right to vote or direct the voting) of Voting Securities
                        of the Corporation which, when added to the Voting
                        Securities owned of record or beneficially by the
                        Acquiror or which the Acquiror has the right to vote or
                        in respect of which the Acquiror has the right to direct
                        the voting, would entitle the Acquiror and/or Associates
                        and/or affiliates of the Acquiror (as such terms are
                        defined in the Act to cast or to direct the casting of
                        20% or more of the votes attached to all of the
                        Corporation's outstanding Voting Securities which may be
                        cast to elect directors of the Corporation or the
                        successor corporation (regardless of whether a meeting
                        has been called to elect directors);

                (v)     as a result of or in connection with: (A) a contested
                        election of directors, or; (B) a consolidation, merger,
                        amalgamation, arrangement or other reorganization or
                        acquisitions involving the Corporation or any of its
                        affiliates and another corporation or other entity, the
                        nominees named in the most recent Management Information
                        Circular of the Corporation for election to the Board of
                        Directors shall not constitute a majority of the Board
                        of Directors; or

                (vi)    the Board adopts a resolution to the effect that a
                        Change of Control as defined herein has occurred or is
                        imminent.

                For the purposes of the foregoing "Voting Securities" means
                common shares of the Corporation and any other shares entitled
                to vote for the election of directors and shall include any
                security, whether or not issued by the Corporation, which are
                not shares entitled to vote for the election of directors but
                are convertible into or exchangeable for shares which are
                entitled to vote for the election of directors including any
                options or rights to purchase such shares or securities.

        (d)     "Committee" means the Directors or if the Directors so determine
                in accordance with Section 2.03 of the Restricted Share Plan,
                the committee of the Directors authorized to administer the
                Restricted Share Plan which includes any compensation committee
                of the board;

        (e)     "Common Shares" means the common shares of the Corporation, as
                adjusted in accordance with the provisions of Article Five of
                the Restricted Share Plan;
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                                      -3-

        (f)     "Corporation" means Kinross Gold Corporation, a corporation
                incorporated under the Act;

        (g)     "Deferred Payment Date" means the date for a Canadian Resident
                Participant under the Restricted Share Plan after the Restricted
                Period and not later than the Canadian Resident Participant's
                Retirement Date which the Canadian Resident Participant has
                elected to defer receipt of Restricted Shares;

        (h)     "Designated Affiliate" means the affiliates of the Corporation
                designated by the Committee for purposes of the Restricted Share
                Plan from time to time;

        (i)     "Directors" means the board of directors of the Corporation from
                time to time;

        (j)     "Eligible Contractors" means individuals, other than Eligible
                Employees that (i) are engaged to provide on a BONA FIDE basis
                consulting, technical, management or other services to the
                Corporation or any Designated Affiliates under a written
                contract between the Corporation or the Designated Affiliate and
                the individual or a company which the individual consultant is
                an employee and (ii) in the reasonable opinion of the
                Corporation, spend or will spend a significant amount of time
                and attention on the affairs and business of the Corporation or
                a Designated Affiliate;

        (k)     "Eligible Employees" means employees, including officers,
                whether Directors or not, and including both full-time and
                part-time employees, of the Corporation or any Designated
                Affiliate of the Corporation;

        (l)     "Insider" shall have the meaning ascribed thereto in the
                SECURITIES ACT (Ontario) other than a person who is an Insider
                solely by virtue of being a director or senior officer of a
                subsidiary of the Corporation and any Associate of an Insider;

        (m)     "NYSE" means the New York Stock Exchange;

        (n)     "Participant" for the Restricted Share Plan means each Eligible
                Contractor and Eligible Employee to whom Restricted Share Rights
                are granted;

        (o)     "Restricted Period" means any period of time that a Restricted
                Share Right is not exercisable and the Participant holding such
                Restricted Share Right remains ineligible to receive Restricted
                Shares, determined by the Committee in its absolute discretion,
                however, such period of time may be reduced or eliminated from
                time to time and at any time and for any reason as determined by
                the Committee, including but not limited to circumstances
                involving death or disability of a Participant;

        (p)     "Retirement" in respect of a Participant means the Participant
                ceasing to be an Eligible Employee or Eligible Contractor after
                attaining a stipulated age in

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                                      -4-

                accordance with the Corporation's normal retirement policy or
                earlier with the Corporation's consent;

        (q)     "Retirement Date" means the date that a Participant ceases to be
                an Eligible Employee or Eligible Contractor;

        (r)     "Restricted Share Plan" means the restricted share plan
                described in Article Three hereof;

        (s)     "Restricted Share Rights" has such meaning as ascribed to such
                term at Section 3.02 of this Restricted Share Plan;

        (t)     "Restricted Shares" means the Common Shares issuable upon the
                exercise of Restricted Share Rights;

        (u)     "Stock Exchanges" means collectively, the TSE and the NYSE;

        (v)     "Termination" means: (i) in the case of an Eligible Employee,
                the termination of the employment of the Eligible Employee with
                or without cause by the Corporation or a Designated Affiliate or
                cessation of employment of the Eligible Employee with the
                Corporation or a Designated Affiliate as a result of resignation
                or otherwise other than the Retirement of the Eligible Employee;
                (ii) in the case of an Eligible Contractor, the termination of
                the services of the Eligible Contractor by the Corporation or a
                Designated Affiliate; and

        (w)     "TSE" means The Toronto Stock Exchange.

Section 1.02 SECURITIES DEFINITIONS: In the Restricted Share Plan, the terms
"affiliate", "subsidiary" and "insider" shall have the meanings given to such
terms in the SECURITIES ACT (Ontario).

Section 1.03 HEADINGS: The headings of all articles, Sections, and paragraphs in
the Restricted Share Plan are inserted for convenience of reference only and
shall not affect the construction or interpretation of the Restricted Share
Plan.

Section 1.04 CONTEXT, CONSTRUCTION: Whenever the singular or masculine are used
in the Restricted Share Plan, the same shall be construed as being the plural or
feminine or neuter or vice versa where the context so requires.

Section 1.05 REFERENCES TO THIS RESTRICTED SHARE PLAN: The words "hereto",
"herein", "hereby", "hereunder", "hereof" and similar expressions mean or refer
to the Restricted Share Plan as a whole and not to any particular article,
Section, paragraph or other part hereof.

Section 1.06 CANADIAN FUNDS: Unless otherwise specifically provided, all
references to dollar amounts in the Restricted Share Plan are references to
lawful money of Canada.
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                                      -5-

                                   ARTICLE TWO

         PURPOSE AND ADMINISTRATION OF THE RESTRICTED SHARE PLAN

Section 2.01 PURPOSE OF THE RESTRICTED SHARE PLAN: The Restricted Share Plan
provides for the acquisition of Common Shares by Participants for the purpose of
advancing the interests of the Corporation through the motivation, attraction
and retention of employees and consultants of the Corporation and the Designated
Affiliates of the Corporation and to secure for the Corporation and the
shareholders of the Corporation the benefits inherent in the ownership of Common
Shares by key employees and consultants of the Corporation and Designated
Affiliates of the Corporation, it being generally recognized that restricted
share plans aid in attracting, retaining and encouraging employees, consultants
and directors due to the opportunity offered to them to acquire a proprietary
interest in the Corporation.

Section 2.02 ADMINISTRATION OF THE RESTRICTED SHARE PLAN: The Restricted Share
Plan shall be administered by the Committee and the Committee shall have full
authority to administer the Restricted Share Plan including the authority to
interpret and construe any provision of the Restricted Share Plan and to adopt,
amend and rescind such rules and regulations for administering the Restricted
Share Plan as the Committee may deem necessary in order to comply with the
requirements of the Restricted Share Plan. All actions taken and all
interpretations and determinations made by the Committee in good faith shall be
final and conclusive and shall be binding on the Participants and the
Corporation. No member of the Committee shall be personally liable for any
action taken or determination or interpretation made in good faith in connection
with the Restricted Share Plan and all members of the Committee shall, in
addition to their rights as Directors, be fully protected, indemnified and held
harmless by the Corporation with respect to any such action taken or
determination or interpretation made. The appropriate officers of the
Corporation are hereby authorized and empowered to do all things and execute and
deliver all instruments, undertakings and applications and writings as they, in
their absolute discretion, consider necessary for the implementation of the
Restricted Share Plan and of the rules and regulations established for
administering the Restricted Share Plan. All costs incurred in connection with
the Restricted Share Plan shall be for the account of the Corporation.

Section 2.03 DELEGATION TO COMMITTEE: All of the powers exercisable hereunder by
the Directors may, to the extent permitted by applicable law and as determined
by resolution of the Directors, be exercised by a committee of the Directors
comprised of not less than three (3) Directors, including any compensation
committee of the board of directors of the Corporation.

Section 2.04 RECORD KEEPING: The Corporation shall maintain a register in which
shall be recorded:

        (a)     the name and address of each Participant in the Restricted Share
                Plan;

        (b)     the number of Restricted Share Rights granted to each
                Participant under the Restricted Share Plan; and

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                                      -6-

         (c)      the number of Restricted Shares issued to each Participant
                  under the Restricted Share Plan.

Section 2.05 DETERMINATION OF PARTICIPANTS AND PARTICIPATION: The Committee
shall from time to time determine the Participants who may participate in the
Restricted Share Plan. The Committee shall from time to time determine the
Participants to whom Restricted Share Rights shall be granted and the provisions
and restrictions with respect to such grant(s), all such determinations to be
made in accordance with the terms and conditions of the Restricted Share Plan,
and the Committee may take into consideration the present and potential
contributions of and the services rendered by the particular Participant to the
success of the Corporation and any other factors which the Committee deems
appropriate and relevant.

Section 2.06 MAXIMUM NUMBER OF SHARES: The maximum number of Common Shares made
available for the Restricted Share Plan is 4,000,000 which shall be allocated as
follows:

        (a)     Restricted Share Plan: The maximum number of Common Shares made
                available for the Restricted Share Plan shall be determined from
                time to time by the Committee, but in any case, shall not exceed
                4,000,000 Common Shares in the aggregate.

        (b)     The number of Common Shares issuable, at any time pursuant to
                Restricted Share Rights and all other compensation arrangements
                of the Corporation shall not exceed 10% of the total number of
                Common Shares then outstanding. The aggregate number of Common
                Shares issued to Insiders pursuant to Restricted Share Rights
                and all other compensation arrangements of the Corporation,
                within a one-year period, shall not exceed 10% of the total
                number of Common Shares then outstanding. The aggregate number
                of Common Shares issuable to any one Insider and such Insider's
                Associates pursuant to Restricted Share Rights, with a one-year
                period, shall not exceed 5% of the total number of Common Shares
                then outstanding. The aggregate number of Common Shares reserved
                for issuance to any one person upon the exercise of Restricted
                Share Rights shall not exceed 5% of the total number of Common
                Shares then outstanding. For purposes of this Section 2.06, the
                number of Common Shares then outstanding shall mean the number
                of Common Shares outstanding on a non-diluted basis immediately
                prior to the proposed grant of the applicable Restricted Share
                Right.

                                  ARTICLE THREE

                              RESTRICTED SHARE PLAN

Section 3.01 RESTRICTED SHARE PLAN: A Restricted Share Plan is hereby
established for Eligible Employees and Eligible Contractors.

Section 3.02 PARTICIPANTS: The Committee shall have the right to grant, in its
sole and absolute discretion, to any Participant rights to acquire any number of
fully paid and non-assessable Common Shares ("Restricted Share Rights") as a
discretionary payment in consideration of past


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                                      -7-

services to the Corporation, subject to this Restricted Share Plan and with such
provisions and restrictions as the Committee may determine. Each Restricted
Share Right is exercisable for one Common Share of the Corporation, without
payment of additional consideration, at the end of the Restricted Period or, if
applicable, at a later Deferred Payment Date, if any, without any further action
on the part of the holder of the Restricted Share Right in accordance with this
Article Three.

Section 3.03 RESTRICTED SHARE RIGHT AGREEMENT: Each grant of a Restricted Share
Right under the Restricted Share Plan shall be evidenced by a Restricted Share
Right Agreement between the Participant and the Corporation. Such Restricted
Share Right shall be subject to all applicable terms and conditions of the
Restricted Share Plan and may be subject to any other terms and conditions which
are not inconsistent with the Restricted Share Plan and which the Committee
deems appropriate for inclusion in a Restricted Share Agreement. The provisions
of the various Restricted Share Agreements entered into under the Restricted
Share Plan need not be identical.

Section 3.04 RESTRICTED PERIOD: Upon the grant of Restricted Share Rights to a
Participant, the Committee shall determine the Restricted Period applicable to
such Restricted Share Rights.

Section 3.05 DEFERRED PAYMENT DATE: If you are a Canadian Resident you may elect
to defer the receipt of all or any part of their entitlement to Restricted
Shares until a Deferred Payment Date.

Section 3.06 PRIOR NOTICE OF DEFERRED PAYMENT DATE: Canadian Residents who elect
to set a Deferred Payment Date must give the Corporation written notice of one
or more Deferred Payment Dates not later than sixty (60) days prior to the
expiration of the Restricted Period. Participants may change a Deferred Payment
Date by providing written notice to the Corporation not later than sixty (60)
days prior to the Deferred Payment Date.

Section 3.07 RETIREMENT OR TERMINATION DURING RESTRICTED PERIOD: In the event of
the Retirement or Termination of a Participant during the Restricted Period, any
Restricted Share Rights held by the Participant shall immediately terminate and
be of no further force or effect, provided that the Committee has the absolute
discretion to waive such termination.

Section 3.08 RETIREMENT OR TERMINATION AFTER RESTRICTED PERIOD: In the event of
the Retirement or Termination of the Participant following the Restricted Period
and prior to the Deferred Payment Date, the Corporation shall issue forthwith
Restricted Shares issuable upon the exercise of Restricted Share Rights held by
the Participant.

Section 3.09 PAYMENT OF DIVIDENDS: Subject to the absolute discretion of the
Committee, the Committee may determine to pay Participants cash equal to any
cash dividends declared on Common Shares that would be payable on Restricted
Shares issuable upon the exercise of Restricted Share Rights for which the
Restricted Period has not expired in the manner and at the time such dividends
are ordinarily paid to holders of Common Shares. The Corporation shall pay
Participants cash equal to any cash dividends declared and paid on Common Shares
that would be payable on Restricted Shares issuable upon the exercise of
Restricted Share Rights for which


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                                      -8-

the Restricted Period has expired and the Deferred Payment Date has not occurred
in the manner and at the time such dividends are ordinarily paid to holders of
Common Shares. Section 3.10 DEATH OR DISABILITY OF PARTICIPANT: In the event of
the death or total disability of a Participant, any Restricted Shares
represented by Restricted Share Rights held by the Participant shall be
immediately issuable by the Corporation.

Section 3.11 CHANGE OF CONTROL: In the event of a Change of Control, all
Restricted Share Rights outstanding shall be immediately exercised for
Restricted Shares notwithstanding the Restricted Period and any applicable
Deferred Payment Date.

Section 3.12 NECESSARY APPROVALS: The Restricted Share Plan shall be subject to
the approval of the shareholders of the Corporation to be given by a resolution
passed at a meeting of the shareholders of the Corporation or by a written
resolution of all of the shareholders of the Corporation in accordance with the
Act and acceptance by the Stock Exchanges or any regulatory authority having
jurisdiction over the securities of the Corporation. The Committee may grant
Restricted Share Rights prior to such approval and acceptance provided that any
such Restricted Share Rights shall be null and void unless such approval and
acceptance is given. In the event that such approval and acceptance has not been
obtained on or before July 15, 2001, the Restricted Share Plan and any
Restricted Share Rights outstanding shall be terminated and be of no further
force or effect.

Section 3.13 TERM OF THE RESTRICTED SHARE PLAN: The Restricted Share Plan, as
set forth herein, shall become effective as of July 28, 2000. The Restricted
Share Plan shall remain in effect until it is terminated by the Board of
Directors.

                                  ARTICLE FOUR

                      WITHHOLDING TAXES AND SECURITIES LAWS
                         OF THE UNITED STATES OF AMERICA

Section 4.01 WITHHOLDING TAXES: The Corporation or any Designated Affiliate of
the Corporation may take such steps as are considered necessary or appropriate
for the withholding of any taxes which the Corporation or any Designated
Affiliate of the Corporation is required by any law or regulation of any
governmental authority whatsoever to withhold in connection with any Common
Share including, without limiting the generality of the foregoing, the
withholding of all or any portion of any payment or the withholding of the issue
of Common Shares to be issued under the Restricted Share Plan, until such time
as the Participant has paid the Corporation or any Designated Affiliate of the
Corporation for any amount which the Corporation or Designated Affiliate of the
Corporation is required to withhold with respect to such taxes.


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                                      -9-

                                  ARTICLE FIVE

                                     GENERAL

Section 5.01 EFFECTIVE TIME OF RESTRICTED SHARE PLAN: The Restricted Share Plan
shall become effective upon a date to be determined by the board of directors.

Section 5.02 AMENDMENT OF RESTRICTED SHARE PLAN: The Committee may from time to
time in the absolute discretion of the Committee amend, modify and change the
provisions of the Restricted Share Plan, provided that any amendment,
modification or change to the provisions of the Restricted Share Plan which
would:

        (a)     materially increase the benefits under the Restricted Share
                Plan;

        (b)     increase the number of Common Shares, other than by virtue of
                Sections 5.06, 5.07 and 5.08 of the Restricted Share Plan, which
                may be issued pursuant to the Restricted Share Plan; or

        (c)     materially modify the requirements as to eligibility for
                participation in the Restricted Share Plan;

shall only be effective upon such amendment, modification or change being
approved by the shareholders of the Corporation, if required, by the Stock
Exchanges and any other regulatory authority having jurisdiction over the
securities of the Corporation. Any amendment, modification or change of any
provision of the Restricted Share Plan shall be subject to approval, if
required, by any regulatory authority having jurisdiction over the securities of
the Corporation.

Section 5.03 NON-ASSIGNABLE: Except as otherwise may be expressly provided for
under this Restricted Share Plan or pursuant to a will or by the laws of descent
and distribution, no Restricted Share Right and no other right or interest of a
Participant is assignable or transferable.

Section 5.04 RIGHTS AS A SHAREHOLDER: No holder of any Restricted Share Rights
shall have any rights as a shareholder of the Corporation prior to the end of
the applicable Restricted Period. Subject to Section 5.09, no holder of any
Restricted Share Rights shall be entitled to receive, and no adjustment shall be
made for, any dividends, distributions or any other rights declared for
shareholders of the Corporation for which the record date is prior to the date
of exercise of any Restricted Share Right.

Section 5.05 NO CONTRACT OF EMPLOYMENT: Nothing contained in the Restricted
Share Plan shall confer or be deemed to confer upon any Participant the right to
continue in the employment of, or to provide services to, the Corporation or any
Designated Affiliate nor interfere or be deemed to interfere in any way with any
right of the Corporation or any Designated Affiliate to discharge any
Participant at any time for any reason whatsoever, with or without cause.
Participation in the Restricted Share Plan by a Participant shall be voluntary.

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                                      -10-

Section 5.06 CHANGE OF CONTROL: In the event of a Change of Control, each
Participant who holds Restricted Share Rights shall receive the securities,
property or cash which the Participant would have received upon such Change of
Control if the Participant had held the Restricted Shares issuable upon exercise
of such Restricted Share Rights immediately prior to such Change of Control.

Section 5.07 ADJUSTMENT IN NUMBER OF SHARES SUBJECT TO THE RESTRICTED SHARE
PLAN: In the event there is any change in the Common Shares, whether by reason
of a stock dividend, consolidation, subdivision, reclassification or otherwise,
an appropriate adjustment shall be made by the Committee in:

        (a)     the number of Common Shares available under the Restricted Share
                Plan; and

        (b)     the number of Common Shares subject to any Restricted Share
                Rights.

If the foregoing adjustment shall result in a fractional Common Share, the
fraction shall be disregarded. All such adjustments shall be conclusive, final
and binding for all purposes of the Restricted Share Plan.

Section 5.08 SECURITIES EXCHANGE TAKE-OVER BID: In the event that the
Corporation becomes the subject of a take-over bid (within the meaning of the
SECURITIES ACT (Ontario)) pursuant to which 100% of the issued and outstanding
Common Shares are acquired by the offeror either directly or as a result of the
compulsory acquisition provisions of the incorporating statute, and where
consideration is paid in whole or in part in equity securities of the offeror,
the Committee may send notice to all holders of Restricted Share Rights
requiring them to surrender their Restricted Share Rights within 10 days of the
mailing of such notice, and the holders of Restricted Share Rights shall be
deemed to have surrendered such Restricted Share Rights on the tenth (10th) day
after the mailing of such notice without further formality, provided that:

        (a)     the offeror delivers with such notice an irrevocable and
                unconditional offer to grant replacement restricted share rights
                to the holders of Restricted Share Rights on the equity
                securities offered as consideration;

        (b)     the Committee has determined, in good faith, that such
                replacement options have substantially the same economic value
                as the Restricted Share Rights being surrendered; and

        (c)     the surrender of Restricted Share Rights and the granting of
                replacement restricted share rights can be effected on a tax
                deferred basis under the INCOME TAX ACT (Canada).

Section 5.09 NO REPRESENTATION OR WARRANTY: The Corporation makes no
representation or warranty as to the future market value of any Common Shares
issued in accordance with the provisions of the Restricted Share Plan.

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                                      -11-


Section 5.10 COMPLIANCE WITH APPLICABLE LAW: If any provision of the Restricted
Share Plan or any Restricted Share Right contravenes any law or any order,
policy, by-law or regulation of any regulatory body having jurisdiction, then
such provision shall be deemed to be amended to the extent necessary to bring
such provision into compliance therewith.

Section 5.11 INTERPRETATION: This Restricted Share Plan shall be governed by and
construed in accordance with the laws of the Province of Ontario.


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