Common use of Delivery of Prospectuses; Subsequent Changes Clause in Contracts

Delivery of Prospectuses; Subsequent Changes. During any period in which a Prospectus relating to the Placement Shares is required to be delivered by the Agent under the Securities Act with respect to the offer and sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 under the Securities Act) or the Canadian Securities Laws, the Company will comply with all requirements imposed upon it by the Securities Act, the Rules and Regulations and by the Canadian Securities Laws, as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act or with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent promptly of all such filings. If during such period any event occurs as a result of which the Prospectuses as then amended or supplemented would include an untrue statement of material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses to comply with the Securities Act or the Canadian Securities Laws, the Company will immediately notify the Agent to suspend the offering of Placement Shares during such period and the Company will promptly amend or supplement the Registration Statement or the Prospectuses (at the expense of the Company) so as to correct such statement or omission or effect such compliance; provided, however, that the Company may delay any such amendment or supplement if, in the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amount.

Delivery of Prospectuses; Subsequent Changes. During any period in which a the U.S. Prospectus or the Canadian Prospectus relating to the Placement Shares is required to be delivered by the an Agent under the Securities Act or Canadian Securities Laws with respect to the offer and sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 under the Securities Act) Act or the Canadian Securities Lawssimilar rule), the Company will comply with all requirements imposed upon it by the Securities Act, the Rules Act and Regulations and by the Canadian Securities Laws, as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission or the Canadian Securities Regulators pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act or with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent Agents promptly of all such filings. If during such period any event occurs as a result of which the Prospectuses U.S. Prospectus or the Canadian Prospectus as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses U.S. Prospectus to comply with the Securities Act or the Canadian Prospectus to comply with applicable Canadian Securities Laws, the Company will immediately promptly notify the Lead Agent to suspend the offering of Placement Shares during such period and the Company will promptly amend or supplement the Registration Statement Statement, U.S. Prospectus or the Prospectuses Canadian Prospectus (at the expense of the Company) so as to correct such statement or omission or effect such compliance; , provided, however, that the Company may delay any such amendment or supplement if, in the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amount.

Delivery of Prospectuses; Subsequent Changes. During any period in which a Prospectus Prospectuses relating to the Placement Shares is are required to be delivered by the Agent Agents under the Canadian Securities Act Laws or U.S. Securities Laws with respect to the offer and a pending sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 under the Securities Act) or the Canadian Securities Laws), the Company will comply with all requirements imposed upon it by the Securities Act, the Rules Act and Regulations and by the Canadian Securities Laws, Laws as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act or with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent promptly of all such filings. If during such period any event occurs as a result of which the Prospectuses as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses to comply with the Securities Act or the Canadian Securities Laws, the Company will immediately promptly notify the Agent Agents to suspend the offering of Placement Shares during such period and the Company will promptly amend or supplement the Registration Statement Statement, Canadian Base Prospectus or the Prospectuses (at the expense of the Company) so as to correct such statement or omission or effect such compliance; provided, however, that the Company may delay any such amendment or supplement if, in the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amount.

Delivery of Prospectuses; Subsequent Changes. During any period in which a the U.S. Prospectus or the Canadian Prospectus relating to the Placement Shares is required to be delivered by any of the Agent Agents under the Securities Act or Canadian Securities Laws with respect to the offer and sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 under the Securities Act) Act or the Canadian Securities Lawssimilar rule), the Company will comply with all requirements imposed upon it by the Securities Act, the Rules Act and Regulations and by the Canadian Securities Laws, as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission or the Canadian Securities Regulators pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act or with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent Agents promptly of all such filings. If during such period any event occurs as a result of which the Prospectuses U.S. Prospectus or the Canadian Prospectus as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses U.S. Prospectus to comply with the Securities Act or the Canadian Prospectus to comply with applicable Canadian Securities Laws, the Company will immediately promptly notify the Agent Agents to suspend the offering of Placement Shares during such period and the Company will promptly amend or supplement the Registration Statement Statement. U.S. Prospectus or the Prospectuses Canadian Prospectus (at the expense of the Company) so as to correct such statement or omission or effect such compliance; provided, however, that the Company may delay any such amendment or supplement if, in the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amount.

Delivery of Prospectuses; Subsequent Changes. During any period in which a Prospectus the Prospectuses relating to the Placement Shares is are required to be delivered by the Agent Agents under the Canadian Securities Act Laws or U.S. Securities Laws with respect to the offer and a pending sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 under the Securities Act) or the Canadian Securities Laws), the Company will comply with all requirements imposed upon it by the Securities Act, the Rules Act and Regulations and by the Canadian Securities Laws, as from time to time in force, and to will file or furnish on or before their respective due dates all reports and any definitive proxy or information statements required to be filed or furnished by the Company with the Commission pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act or and with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent promptly of all such filingsapplicable. If during such period any event occurs as a result of which the Prospectuses as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses to comply with the Securities Act or the Canadian Securities Laws, the Company will immediately promptly notify the Agent Agents to suspend the offering of Placement Shares during such period and, if, in the Company’s determination and at the Company will promptly amend Company’s sole discretion, it is necessary to file an amendment or supplement to the Registration Statement or the Prospectuses (at to comply with the expense of Securities Act or the Company) so Canadian Securities Laws, the Company will promptly prepare and file with the Canadian Qualifying Authorities and the Commission such amendment or supplement as may be necessary to correct such statement or omission or effect to make the Registration Statement or the Prospectuses comply with such compliance; providedrequirements, however, that and the Company may delay any will furnish to the Agents such number of copies of such amendment or supplement if, in as the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amountAgents may reasonably request.

Delivery of Prospectuses; Subsequent Changes. During any period in which a Prospectus relating to the Placement Shares is required to be delivered by the Agent Xxxxx under the Securities Act with respect to the offer and a pending sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 under the Securities Act) or the Canadian Securities Laws, the Company will comply with all requirements imposed upon it by the Securities Act, the Rules Act and Regulations and by the Canadian Securities Laws, as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act or with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent promptly of all such filings. If during such period any event occurs as a result of which the Prospectuses as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses to comply with the Securities Act or the Canadian Securities Laws, the Company will immediately promptly notify the Agent Xxxxx to suspend the offering of Placement Shares during such period and the Company will promptly amend or supplement the Registration Statement or the Prospectuses (at the expense of the Company) so as to correct such statement or omission or effect such compliance; provided, however, that the Company may delay any such amendment or supplement if, in the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amount.

Delivery of Prospectuses; Subsequent Changes. During any period in which a the U.S. Prospectus or the Canadian Prospectus relating to the Placement Shares is required to be delivered by the Agent under the Securities Act or Canadian Securities Laws with respect to the offer and sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 under the Securities Act) Act or the Canadian Securities Lawssimilar rule), the Company will comply with all requirements imposed upon it by the Securities Act, the Rules Act and Regulations and by the Canadian Securities Laws, as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission or the Canadian Securities Regulators pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act or with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent promptly of all such filings. If during such period any event occurs as a result of which the Prospectuses U.S. Prospectus or the Canadian Prospectus as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses U.S. Prospectus to comply with the Securities Act or the Canadian Prospectus to comply with applicable Canadian Securities Laws, the Company will immediately promptly notify the Agent to suspend the offering of Placement Shares during such period and the Company will promptly amend or supplement the Registration Statement Statement, U.S. Prospectus or the Prospectuses Canadian Prospectus (at the expense of the Company) so as to correct such statement or omission or effect such compliance; provided, however, that the Company may delay any such amendment or supplement if, in the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amount.

Delivery of Prospectuses; Subsequent Changes. During any period in Within the time during which a Prospectus prospectus relating to the Placement Shares Units is required to be delivered by the Agent Agents under the U.S. Securities Act with respect to the offer and sale of the Placement Shares, (including in circumstances where such requirement may be satisfied pursuant to Rule 172 or Rule 173(a) under the U.S. Securities Act) or the Canadian Securities Laws, the Company Granite will comply in all material respects with all requirements imposed upon it by the U.S. Securities Act, by the Rules and Regulations and by the Canadian Securities Laws, as appropriate and as from time to time in force, and to will file or furnish on or before their respective due dates all reports and any definitive proxy or information statements required to be filed or furnished by the Company it with the Commission SEC pursuant to Sections sections 13(a), 13(c), 14, or 15(d) of the Exchange Act, if applicable, or any other provision of or under the Exchange Act or with the Canadian Qualifying Authorities pursuant to the Canadian Securities Laws, as appropriate. If the Company has omitted any information from the Registration Statement pursuant to Rule 430B under the Securities Act, it will use its best efforts to comply with the provisions of and make all requisite filings with the Commission pursuant to said Rule 430B and to notify the Agent promptly of all such filings. If during such period any event occurs as a result of which the Prospectuses as then amended or supplemented would include an untrue statement of material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such period it is necessary to amend or supplement the Registration Statement or the Prospectuses to comply with the U.S. Securities Act or the Canadian Securities Laws, the Company Granite will immediately notify the Agent Agents to suspend the offering of Placement Shares Units during such period and, if, in Granite’s determination and the Company will promptly amend at Granite’s sole discretion, it is necessary to file an amendment or supplement to the Registration Statement or the Prospectuses (at to comply with the expense of U.S. Securities Act, the Company) so Rules and Regulations, or the Canadian Securities Laws, Granite will promptly prepare and file with the Canadian Qualifying Authorities and the SEC such amendment or supplement as may be necessary to correct such statement or omission or effect to make the Registration Statement or the Prospectuses comply with such compliance; providedrequirements, however, that and Granite will furnish to the Company may delay any Agents such number of copies of such amendment or supplement if, in as the judgment of the Company, it is in the best interest of the Company to do so, provided that no Placement Notice is in effect during such time. In the event that the Maximum Amount is achieved by virtue of Section (e) of its definition and the Company wishes to continue selling Placement Shares up to the amount specified in the Prospectus Supplement, the Company will file a subsequent Prospectus Supplement for such amountAgents may reasonably request.