Compliance with Securities Regulations. The Company agrees to: (i) prepare the Offering Documents in a form approved by HSBC, which approval shall not be unreasonably withheld or delayed, and to file such Offering Documents with the competent governmental or regulatory body or agency in the relevant jurisdiction pursuant to the applicable securities regulations; (ii) notify HSBC promptly of the receipt of any comment from the governmental or regulatory body or agency in each jurisdiction where the Offering Documents have been filed; (iii) make no further amendment or supplement to the Offering Documents without the prior approval of HSBC, which approval shall not be unreasonably withheld or delayed; (iv) notify HSBC and confirm such notice in writing, promptly after it receives notice thereof, of the time when an Offering Document has been filed or becomes effective or any supplement to an Offering Documents or any amended Offering Document has been filed and to furnish HSBC with copies thereof; (v) file promptly all reports and any definitive information statements required to be filed by the Company with the competent governmental or regulatory body or agency in the relevant jurisdiction subsequent to the date of an Offering Document and for so long as the delivery of an Offering Document is required in connection with the offering or sales of the Shares or ADSs; (vi) advise HSBC promptly after it receives notice thereof, of the issuance by the relevant governmental or regulatory body or agency of any stop order or of any order preventing or suspending the use of any Offering Document, of the suspension of the qualification of the Shares, Warrants, ADSs or ADR Warrants for offering or sale in any jurisdiction, of the initiation or threatening of any proceeding for any such purpose, or of any request by any such body or agency for the amending or supplementing of any Offering Document or for additional information; and (vii) in the event of the issuance of any stop order or of any order preventing or suspending the use of any Offering Document or suspending the qualification of the Shares or Warrants, use promptly its best efforts to obtain its withdrawal at the earliest possible moment.
Appears in 1 contract
Compliance with Securities Regulations. The Company agrees to: During the period that a Prospectus relating to the Securities is required to be delivered under the 1933 Act (iwhether physically or through compliance with Rule 172 under the 1933 Act or any similar rule) prepare (the Offering Documents in a form approved by HSBC“Prospectus Delivery Period”) the Company, which approval shall not be unreasonably withheld or delayedsubject to Section 3(b), will notify the Representative immediately, and to file such Offering Documents with confirm the competent governmental or regulatory body or agency in the relevant jurisdiction pursuant to the applicable securities regulations; (ii) notify HSBC promptly of the receipt of any comment from the governmental or regulatory body or agency in each jurisdiction where the Offering Documents have been filed; (iii) make no further amendment or supplement to the Offering Documents without the prior approval of HSBC, which approval shall not be unreasonably withheld or delayed; (iv) notify HSBC and confirm such notice in writing, promptly after it receives notice thereof(i) when any post-effective amendment to the Registration Statement shall be filed and become effective, of the time when an Offering Document has been filed or becomes effective or any supplement to an Offering Documents the Preliminary Prospectus, Permitted Free Writing Prospectus, or the Prospectus or any amended Offering Document has preliminary prospectus, Permitted Free Writing Prospectus or Prospectus shall have been filed and to furnish HSBC with copies thereof; filed, (vii) file promptly all reports and of any definitive information statements required to be filed by notice from the Company with the competent governmental or regulatory body or agency in the relevant jurisdiction subsequent Commission that it objects to the date of an Offering Document and for so long as the delivery of an Offering Document is required in connection with the offering or sales use of the Shares or ADSs; Registration Statement as an automatic shelf registration statement, and (viiii) advise HSBC promptly after it receives notice thereof, of the issuance by the relevant governmental or regulatory body or agency Commission of any stop order suspending the effectiveness of the Registration Statement or of any order preventing or suspending the use of any Offering Documentpreliminary prospectus, any Permitted Free Writing Prospectus or the Prospectus, or of the suspension of the qualification of the Shares, Warrants, ADSs or ADR Warrants Securities for offering or sale in any jurisdiction, or of the initiation or threatening of any proceeding proceedings for any of such purposepurposes. The Company will promptly effect the filings necessary pursuant to Rule 424(b) and Rule 433 and will take such steps as it deems necessary to ascertain promptly whether a form of prospectus transmitted for filing under Rule 424(b) and Rule 433 was received for filing by the Commission and, or of any request by any such body or agency for the amending or supplementing of any Offering Document or for additional information; and (vii) in the event of that it was not, it will promptly file such prospectus. The Company will make every reasonable effort to prevent the issuance of any stop order or of and, if any stop order preventing or suspending the use of any Offering Document or suspending the qualification of the Shares or Warrantsis issued, use promptly its best efforts to obtain its withdrawal the lifting thereof at the earliest possible moment. The Representative, on behalf of the Underwriters, shall promptly notify the Company upon termination of the Prospectus Delivery Period.
Appears in 1 contract
Compliance with Securities Regulations. The Company agrees to: (i) will prepare the Offering Documents Prospectus in a form approved by HSBCthe Underwriter and file the Prospectus pursuant to Rule 424(b) of the 1933 Act Regulations within the time period prescribed by such Rule; (ii) will not file any amendment or supplement to the Registration Statement or the Prospectus or file any document under the 1934 Act before the termination of the offering of the Stock by the Underwriter if such document would be deemed to be incorporated by reference into the Prospectus, which approval shall filing is not consented to by the Underwriter after reasonable notice thereof (such consent not to be unreasonably withheld or delayed, and to file such Offering Documents with the competent governmental or regulatory body or agency in the relevant jurisdiction pursuant to the applicable securities regulations; (ii) notify HSBC promptly of the receipt of any comment from the governmental or regulatory body or agency in each jurisdiction where the Offering Documents have been filed); (iii) make no further amendment or supplement to will advise the Offering Documents without the prior approval of HSBC, which approval shall not be unreasonably withheld or delayed; (iv) notify HSBC and confirm such notice in writingUnderwriter, promptly after it receives notice thereof, of the time when an Offering Document has been filed any amendment or becomes effective or any supplement to an Offering Documents the Registration Statement, the most recent Preliminary Prospectus or any amended Offering Document the Prospectus has been filed and to will furnish HSBC the Underwriter with copies thereof; (viv) file promptly all reports and any definitive information statements required to be filed by will advise the Company with the competent governmental or regulatory body or agency in the relevant jurisdiction subsequent to the date of an Offering Document and for so long as the delivery of an Offering Document is required in connection with the offering or sales of the Shares or ADSs; (vi) advise HSBC Underwriter, promptly after it receives notice thereof, of the issuance by the relevant governmental Commission or any state or other regulatory body or agency of any stop order or of any order suspending the effectiveness of the Registration Statement, suspending or preventing or suspending the use of any Offering DocumentPreliminary Prospectus, of the suspension of Prospectus or any Issuer Free Writing Prospectus or suspending the qualification of the Shares, Warrants, ADSs or ADR Warrants Stock for offering or sale in any jurisdiction, of the initiation or threatening of any proceeding proceedings for any such purposepurpose or pursuant to Section 8A of the 1933 Act, of receipt by the Company from the Commission of any notice of objection to the use of the Registration Statement or any post-effective amendment thereto or of any request by any such body or agency the Commission for the amending or supplementing of the Registration Statement, the Prospectus or any Offering Document Issuer Free Writing Prospectus or for additional information; and (viiv) in the event of will use its reasonable best efforts to prevent the issuance of any stop order or other such order or any such notice of objection and, if a stop order or other such order is issued or any order preventing or suspending the use such notice of any Offering Document or suspending the qualification of the Shares or Warrantsobjection is received, use promptly its best efforts to obtain its as soon as possible the lifting or withdrawal at the earliest possible momentthereof.
Appears in 1 contract
Compliance with Securities Regulations. The Company agrees to: (i) prepare the Offering Documents in a form approved by HSBCthe Representative, which approval shall not be unreasonably withheld or delayed, and to file such Offering Documents with the competent governmental or regulatory body or agency in the relevant jurisdiction pursuant to the applicable securities regulations; (ii) notify HSBC the Representative promptly of the receipt of any comment from the governmental or regulatory body or agency in each jurisdiction where the Offering Documents have been filed; (iii) make no further amendment or supplement to the Offering Documents without the prior approval of HSBCthe Representative, which approval shall not be unreasonably withheld or delayed; (iv) notify HSBC the Representative and confirm such notice in writing, promptly after it receives notice thereof, of the time when an Offering Document has been filed or becomes effective or any supplement to an Offering Documents Document or any amended Offering Document has been filed and to furnish HSBC the Representative with copies thereof; (v) file promptly all reports and any definitive information statements required to be filed by the Company with the competent governmental or regulatory body or agency in the relevant jurisdiction subsequent to the date of an Offering Document and for so long as the delivery of an Offering Document is required in connection with the offering or sales of the Shares or ADSs; (vi) advise HSBC the Representative promptly after it receives notice thereof, of the issuance by the relevant governmental or regulatory body or agency of any stop order or of any order preventing or suspending the use of any Offering Document, of the suspension of the qualification of the Shares, Warrants, ADSs or ADR Warrants for offering or sale in any jurisdiction, of the initiation or threatening of any proceeding for any such purpose, or of any request by any such body or agency for the amending or supplementing of any Offering Document or for additional information; and (vii) in the event of the issuance of any stop order or of any order preventing or suspending the use of any Offering Document or suspending the qualification of the Shares or Warrants, use promptly its best efforts to obtain its withdrawal at the earliest possible moment.
Appears in 1 contract
Samples: Investment Agreement (Genesys Sa)
Compliance with Securities Regulations. The Company agrees to: (i) will prepare the Offering Documents Prospectus in a form approved by HSBCthe Representatives and file the Prospectus pursuant to Rule 424(b) of the 1933 Act Regulations within the time period prescribed by such Rule; (ii) will not file any amendment or supplement to the Registration Statement or the Prospectus or file any document under the 1934 Act before the termination of the offering of the Notes by the Underwriters if such document would be deemed to be incorporated by reference into the Prospectus, which approval shall filing is not consented to by the Representatives after reasonable notice thereof (such consent not to be unreasonably withheld or delayed, and to file such Offering Documents with the competent governmental or regulatory body or agency in the relevant jurisdiction pursuant to the applicable securities regulations; (ii) notify HSBC promptly of the receipt of any comment from the governmental or regulatory body or agency in each jurisdiction where the Offering Documents have been filed); (iii) make no further amendment or supplement to will advise the Offering Documents without the prior approval of HSBC, which approval shall not be unreasonably withheld or delayed; (iv) notify HSBC and confirm such notice in writingRepresentatives, promptly after it receives notice thereof, of the time when an Offering Document has been filed any amendment or becomes effective or any supplement to an Offering Documents the Registration Statement, the most recent Preliminary Prospectus or any amended Offering Document the Prospectus has been filed and to will furnish HSBC the Representatives with copies thereof; (iv) will prepare the Final Term Sheet, substantially in the form of Schedule B hereto and approved by the Representatives and file the Final Term Sheet pursuant to Rule 433(d) of the 1933 Act Regulations within the time period prescribed by such Rule; (v) file promptly all reports and any definitive information statements required to be filed by will advise the Company with the competent governmental or regulatory body or agency in the relevant jurisdiction subsequent to the date of an Offering Document and for so long as the delivery of an Offering Document is required in connection with the offering or sales of the Shares or ADSs; (vi) advise HSBC Representatives promptly after it receives notice thereof, of the issuance by the relevant governmental Commission or any state or other regulatory body or agency of any stop order or of any order suspending the effectiveness of the Registration Statement, suspending or preventing or suspending the use of any Offering DocumentPreliminary Prospectus, of the suspension of Prospectus or any Issuer Free Writing Prospectus or suspending the qualification of the Shares, Warrants, ADSs or ADR Warrants Notes for offering or sale in any jurisdiction, of the initiation or threatening of any proceeding proceedings for any such purposepurpose or pursuant to Section 8A of the 1933 Act, of receipt by the Company from the Commission of any notice of objection to the use of the Registration Statement or any post-effective amendment thereto or of any request by any such body or agency the Commission for the amending or supplementing of the Registration Statement, the Prospectus or any Offering Document Issuer Free Writing Prospectus or for additional information; and (viivi) in the event of will use its reasonable best efforts to prevent the issuance of any stop order or other such order or any such notice of objection and, if a stop order or other such order is issued or any order preventing or suspending the use such notice of any Offering Document or suspending the qualification of the Shares or Warrantsobjection is received, use promptly its best efforts to obtain its as soon as possible the lifting or withdrawal at the earliest possible momentthereof.
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