Delivery of Prospectus and Related Documents. 6.1 BEPC and the Partnership shall deliver to the Underwriters’ counsel as nearly as practicable with the execution of this Agreement and in any event no later than the date of the Supplemented Prospectus, a copy of the following for each of the Underwriters and Underwriters’ counsel:
(a) the Supplemented Prospectus in the English and French languages as filed with the Securities Commissions and the U.S. Offering Memorandum if such documents have not previously been delivered to Underwriters’ counsel;
(b) all documents, in the English and French languages, incorporated by reference, or containing information incorporated by reference, into the Supplemented Prospectus and the U.S. Offering Memorandum, if such documents have not previously been delivered to the Underwriters’ counsel or made available on SEDAR;
(c) required opinions of counsel addressed to the Selling Securityholder, BEPC, the Partnership, the Underwriters, counsel to BEPC and the Partnership and the Underwriters’ counsel, to the effect that the French version of the Supplemented Prospectus and the documents incorporated by reference therein, except for certain financial or statistical information (the “Selected Financial Information”), is in all material respects a complete and proper translation of the English version thereof;
(d) an opinion of Ernst & Young LLP, auditors for BEPC and the Partnership, addressed to BEPC and the Partnership, the Underwriters, counsel for the Partnership and the Underwriters’ counsel, to the effect that the Selected Financial Information contained or incorporated by reference in the French version of the Supplemented Prospectus includes the same information and in all material respects carries the same meaning as the English language versions of such Selected Financial Information contained or incorporated by reference in the English version thereof; and
(e) a long-form “comfort letter” from Ernst & Young LLP, as auditor of BEPC and the Partnership, dated as of the date of the Supplemented Prospectus, in respect of the financial statements of BEPC and the Partnership and specified financial or statistical information contained or incorporated by reference in the Supplemented Prospectus, which letter shall be in addition to the auditors’ report of Ernst & Young LLP in respect of BEPC and the Partnership incorporated by reference into the Supplemented Prospectus (with the requisite procedures to be completed by Ernst & Young LLP within two business days of such ...
Delivery of Prospectus and Related Documents. 4.1 The Corporation shall deliver or cause to be delivered to the Agent and the Agent's counsel the documents set out below at the respective times indicated:
(a) prior to the filing of the Prospectus with the Securities Commissions, signed copies of the Prospectus in form and substance satisfactory to the Agent at the addresses specified in Section 21 and, without charge to the Agent, on the second Business Day following as many commercial copies of the Prospectus (together with any documents incorporated by reference), as the case may be, in such cities in the Selling Jurisdictions as the Agent may reasonably request; and
(b) signed copies of any other documents required to be filed by the Corporation under the laws of the Qualifying Provinces in compliance with Securities Law applicable therein; and
(c) at the time of delivery to the Agent of the Prospectus, a comfort letter from KPMG LLP, dated the date of the Prospectus and addressed to the board of directors of the Corporation and the Agent, in form and substance satisfactory to the Agent, acting reasonably, relating to the verification of the financial and accounting information in respect of the Corporation and other numerical data contained in the Prospectus which comfort letter shall be based on a review by KPMG LLP having a cut-off date of not more than two Business Days prior to the date of such letter and shall be in addition to any comfort letters which must be filed with Securities Commissions pursuant to applicable Canadian Securities Laws.
Delivery of Prospectus and Related Documents
Delivery of Prospectus and Related Documents. 4.1 The Corporation shall deliver or cause to be delivered to the Agent and the Agent's counsel the documents set out below at the respective times indicated:
(a) prior to the filing of the Prospectus with the Securities Commissions, signed copies of the Prospectus in form and substance satisfactory to the Agent at the addresses specified in Section 21 and, without charge to the Agent, on the second Business Day following as many commercial copies of the Prospectus (together with any documents incorporated by reference), as the case may be, in such cities in the Selling Jurisdictions as the Agent may reasonably request; and
(b) signed copies of any other documents required to be filed by the Corporation under the laws of the Qualifying Provinces in compliance with Securities Law applicable therein; and
(c) at the time of delivery to the Agent of the Prospectus, a comfort letter from KPMG LLP, dated the date of the Prospectus and addressed to the board of directors of the Corporation and the Agent, in form and substance satisfactory to the Agent, acting reasonably, relating to the verification of the financial and accounting information in respect of the Corporation and other numerical data contained in the Prospectus which comfort letter shall be based on a review by KPMG LLP having a cut-off date of not more than two Business Days prior to the date of such letter and shall be in addition to any comfort letters which must be filed with Securities Commissions pursuant to applicable Canadian Securities Laws.
Delivery of Prospectus and Related Documents
