Canadian Filings. The Company has filed all documents required to be filed by it with the Canadian Commissions under Canadian Securities Laws, and no document has been filed on a confidential basis with the Canadian Commissions that remains confidential at the date hereof, other than material contracts filed with the Canadian Commissions with certain provisions redacted as permitted by Canadian Securities Laws. None of the documents filed by or on behalf of the Company in accordance with applicable Canadian Securities Laws contained, as at the date of the filing thereof, a misrepresentation (as defined under Quebec Securities Laws).
Canadian Filings. On or before the tenth day following the date of Closing, the Company shall (i) file a Form 45-106F1 with the applicable Canadian securities regulatory authorities and pay all applicable fees, and (ii) file the Memorandum and any other document that constitutes an “offering memorandum” within the meaning of applicable Canadian provincial securities laws with the applicable Canadian securities regulatory authorities and pay all applicable fees.
Canadian Filings. Each of the Canadian Preliminary Base Prospectus and the Canadian Base Prospectus shall have been filed with the Qualifying Authorities and a MRRS Decision Document shall have been issued by the Reviewing Authority on behalf of the Qualifying Authorities relating to the Canadian Preliminary Base Prospectus and the Canadian Base Prospectus, respectively. The Canadian Preliminary Prospectus shall have been filed with the Qualifying Authorities in accordance with the Canadian Shelf Procedures. The Canadian Final Prospectus and Canadian Warrant Prospectus shall have been filed with the Qualifying Authorities within the applicable time period prescribed hereby and in accordance with the Canadian Shelf Procedures; all other steps or proceedings shall have been taken that may be necessary in order to qualify the Securities for distribution to the public in each of the Qualifying Jurisdictions; and no order suspending the distribution of the Securities shall have been issued by any of the Qualifying Authorities and no proceedings for that purpose shall have been instituted or threatened, and any request on the part of any Qualifying Authority for additional information shall have been complied with to the reasonable satisfaction of counsel to the Underwriters.
Canadian Filings. A receipt has been obtained from the Principal Regulator on behalf of itself and the other Qualifying Authorities in respect of the Final PREP Prospectus; the Company will have otherwise complied with the PREP Procedures, including filing the Supplemented PREP Prospectus with the Qualifying Authorities; no order suspending the distribution of the Securities has been issued by any of the Qualifying Authorities and no proceedings for those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated; and the Company has complied with each request (if any) from the Qualifying Authorities for additional information.
Canadian Filings. The parties each shall have filed all notices and information (if any) required under (i) the Investment Canada Act (Canada) and shall have received a notice (if required) from the responsible Minister under the Investment Canada Act (Canada) that he is satisfied or deemed to be satisfied that the transactions contemplated by this Agreement are likely to be of net benefit to Canada, and (ii) Part IX of the Competition Act (Canada) and the applicable waiting period shall have expired.
Canadian Filings. If required, Acquiror will promptly file, but in no event later than ten (10) Business Days after the date of this Agreement, an application for an advance ruling certificate pursuant to Section 102 of the Competition Act (Canada) (the “Competition Act”) in respect of the transactions contemplated by this Agreement. If requested by Acquiror or the Canadian Commissioner of Competition, the Parties will promptly file a short-form or long-form pre-merger notification pursuant to the Competition Act. Acquiror shall be responsible for any filing fees with respect to such filing.
Canadian Filings. The Company shall file, with the relevant securities regulatory authority in each jurisdiction of Canada in which sales of the Securities are made, within the prescribed delays, a report of exempt distribution under NI 45-106 together in each case with the payment of applicable fees and, where required by applicable Canadian Securities Laws, a copy of the Final Offering Memorandum. The Initial Purchasers hereby agree to provide to the Company on a timely basis any information concerning the resale of the Notes by the Initial Purchasers as is necessary for the purposes of effecting such filings.
Canadian Filings. The Company shall file, with the relevant securities regulatory authority in each jurisdiction of Canada in which sales of the Notes are made, within the prescribed delays, a report of exempt distribution under NI 45-106 together in each case with the payment of applicable fees and, where required by applicable Canadian Securities Laws, a copy of the Final Offering Memorandum. The Initial Purchasers hereby agree to provide to the Company on a timely basis a breakdown of the principal amount of Notes distributed in each province in Canada as well as any information concerning the resale of the Notes by the Initial Purchasers as is necessary for the purposes of effecting such filings.
Canadian Filings. The Company has filed all reports, schedules, forms, statements and other documents required to be filed by it under applicable Canadian securities laws for the 12 months preceding the date hereof (the foregoing materials, including the exhibits thereto and documents incorporated by reference therein, being collectively referred to herein as the “Canadian Filings”) on a timely basis pursuant to the filing requirements for such Canadian Filings, except where the failure to file on a timely basis would not have or reasonably be expected to result in a Material Adverse Effect. As of their respective filing dates, or to the extent corrected by a subsequent amendment, the Canadian Filings complied in all material respects with the requirements of applicable Canadian securities laws, and none of the Canadian Filings, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.
Canadian Filings. The Company agrees to timely file a report of exemption distribution (Form 45-106F1) with Canadian securities regulators in accordance with the requirements of Part 6 of National Instrument 45-106 and to provide a copy thereof, promptly upon request of the Purchaser.
