Concurrent Offerings. The Corporation agrees that it will not, directly or indirectly, issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or agree to or announce any intention to issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, any additional Common Shares or any securities convertible into or exchangeable for Common Shares, other than issuances: (i) pursuant to the exercise of the Underwriters’ Option; (ii) under existing director or employee stock options, bonus or purchase plans or similar share compensation arrangements; (iii) upon the exercise of convertible securities, warrants or options outstanding prior to the Closing Date; or (iv) in connection with the Transaction, for a period of 120 days from the Closing Date without the prior written consent of the Lead Underwriter, such consent not to be unreasonably withheld or delayed.
Concurrent Offerings. The REIT shall not, without the prior written consent of TD Securities, not to be unreasonably withheld or delayed, directly or indirectly, offer to sell, grant any option for sale of, or otherwise dispose of, or announce any intention to do so, in a public offering or by way of private placement, any additional units of the REIT or any securities convertible or exchangeable into units of the REIT for a period of 90 days after the Closing Date, other than:
(i) the Debentures offered under the Prospectus;
(ii) units of the REIT issued pursuant to the terms of the Indenture;
(iii) units of the REIT issued pursuant to the terms of (A) the trust indenture between the REIT and CIBC Mellon Trust Company dated July 26, 2005 in respect of the 7.50% convertible unsecured subordinated debentures of the REIT, and (B) the trust indenture between the REIT and BNY Trust Company of Canada dated July 8, 2010 in respect of the 6.75% convertible unsecured subordinated debentures of the REIT;
(iv) units of the REIT issued under the LTIP or any other security based compensation arrangement;
(v) units of the REIT issued pursuant to a distribution reinvestment plan;
(vi) units of the REIT issued upon conversion of class B limited partnership units of Retrocom Limited Partnership; and
(vii) units of the REIT issued as consideration or partial consideration for the acquisition of real property or assets from an arm’s length vendor.
Concurrent Offerings. The Corporation will not issue or sell Debentures or any other senior unsecured debentures of the Corporation (or agree to do so or publicly announce any intention to do so), at any time prior to 90 days after the Closing Date, unless (i) the issue or sale or the proposed issue or sale is made pursuant to this Agreement; or (ii) the Corporation will have obtained the prior written consent of the Co-Lead Underwriters.
Concurrent Offerings. The concurrent offerings by the Company of common stock of the Company and of senior subordinated convertible notes of the Company, as described in the Final Prospectus, shall have been consummated simultaneously with the closing of the Offered Securities. The Company will furnish the Representatives with such conformed copies of such opinions, certificates, letters and documents as the Representatives reasonably request. Credit Suisse may in its sole discretion waive on behalf of the Underwriters compliance with any conditions to the obligations of the Underwriters hereunder.
Concurrent Offerings. During the period beginning on the date hereof and continuing to and including the 90th day following the Closing Date, none of the Corporation or the Guarantors will, without the prior written consent of NBF, offer, sell, contract to sell or otherwise dispose of any debt securities issued or guaranteed by the Corporation or any Guarantor (or securities convertible into debt securities issued or guaranteed by the Corporation or any Guarantor) (other than the Offered Securities) which are substantially similar to the Notes. The foregoing sentence shall not apply to (i) debt securities that mature not more than one year from their date of issue, (ii) any debt securities issued to any of the Corporation's subsidiaries or affiliates, (iii) the Exchange Notes or (iv) debt securities required to be issued pursuant to the Transaction Steps Agreement (as defined in the Offering Memorandum).
Concurrent Offerings. 14.1 The Corporation shall not from the date hereof until 90 days after the Closing Date, directly or indirectly, issue, sell, agree to issue or sell, grant any option for the sale of, or otherwise dispose of any Common Shares or securities convertible into or exchangeable for Common Shares, including subscription receipts, or announce such intention, or file a prospectus or registration statement with a Securities Commission or the SEC in respect thereof, without the prior written consent of the Lead Underwriters, such consent not to be unreasonably withheld or delayed, provided that the foregoing restriction shall not apply in any event to: (i) the issuance of options or Common Shares pursuant to the Corporation’s Option Plan, (ii) the issuance of Common Shares pursuant to the Corporation’s Shareholder Rights Plan, (iii) Common Shares issued as full or partial consideration for arm’s length acquisitions of assets or shares or other securities or in connection with an arm’s length arrangement, merger, consolidation, amalgamation or business combination, (iv) the issuance of the Over-Allotment Securities pursuant to the exercise of the Over-Allotment Option, or (v) the issue of the Underlying Common Shares pursuant to the terms of Offered Securities in accordance with the Subscription Receipt Agreement.
Concurrent Offerings. Prior to the earlier of the --------------------- Separation Date and the termination of this Agreement, except for (i) offerings made pursuant to registration statements on Forms X-0, X-0 or any successor thereto and (ii) offerings made pursuant to demand by holders of Equity Securities of the Company who are entitled to the benefits of a Contract entered into prior to the date hereof providing for the registration of securities of the Company, the Company will not conduct or facilitate any offerings of its Equity Securities, whether for its own account or that of other stockholders.
Concurrent Offerings. The REIT shall not, without the prior written consent of TD Securities, not to be unreasonably withheld or delayed, directly or indirectly, offer to sell, grant any option for sale of, or otherwise dispose of, or announce any intention to do so, in a public offering or by way of private placement, any additional units of the REIT or any securities convertible or exchangeable into units of the REIT for a period of 90 days after the Closing Date, other than:
Concurrent Offerings. The Company shall not, without the prior written consent of the Lead Underwriter, such consent not to be unreasonably withheld or delayed, create, issue, sell or otherwise lend, transfer or dispose of (or agree or announce any such agreement to create, issue, sell, lend, transfer or dispose of), directly or indirectly, including the filing (or participation in the filing) of a registration statement with the SEC in respect of any equity securities of the Company, or any securities exchangeable or convertible into equity securities or enter into an agreement to do any of the foregoing, for the period up to and including 90 days after the Closing Date other than Shares issued (i) on exercise of any currently outstanding options; or (ii) through the Company’s existing share option plans and other existing compensation and incentive plans.
Concurrent Offerings. The Corporation shall not, directly or indirectly, without the prior written consent of RBC DS, such consent not to be unreasonably withheld, during the period commencing on the date hereof and ending 90 days following the Closing Date, (i) offer, pledge, sell, contract to sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer, lend or dispose of directly or indirectly, Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares (“Equity Securities”), or (ii) enter into any swap or other arrangement that transfers, in whole or in part, any of the economic consequences of ownership of Equity Securities, whether any such transaction at (i) or (ii) of this paragraph may be settled by delivery of Equity Securities or cash or otherwise, other than: (A) pursuant to the Currently Issuable Shares and (B) the sale of the Purchased Shares.
