Description of the Subscription Receipts Sample Clauses

Description of the Subscription Receipts. (a) The Subscription Receipts entitle the Investor to receive: (i) if the Release Conditions are satisfied on or before the Escrow Release Deadline, for no additional consideration or further action, 15,002,243 Units and the Earned Interest; or (ii) upon the occurrence of a Termination Event, within three (3) Business Days thereafter, an amount equal to the Escrowed Funds, all in a manner and on the terms and conditions set out in this Agreement;
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Description of the Subscription Receipts. Upon closing of the Private Placement, all proceeds from the sale of the Subscription Receipts (the ‎‎"Escrowed Funds") will be deposited with Counsel in Brattle's trust account and may be invested in short-term obligations of, or ‎guaranteed by, the Government of Canada, and other approved investments. To comply with applicable Securities Laws, Brattle will file a Form S-1 ‎Registration Statement. Each ‎Subscription Receipt is automatically exchangeable upon the date (the "Effective Date") that is the later of (i) the date of issuance by the Corporation of ‎the Closing Notice, and (ii) the date on which ‎the United States Securities and Exchange Commission declares a ‎Form S-1 ‎Registration Statement of Brattle effective. In compliance with applicable Securities Laws, the Escrowed Funds‎, and any ‎interest earned thereon, will be released by Counsel upon receipt, by no later than 5:00 ‎p.m. (Toronto time) on June 15, 2021 (the "Deadline"), by Counsel, of a signed notice from ‎an authorized signing officer of the Corporation confirming that they have completed or met all conditions to complete the Acquisition (the "Closing Notice") and receipt of a copy of the Final Exchange Bulletin (as such term is defined by the TSXV) in connection with the Acquisition.
Description of the Subscription Receipts. Upon closing of the Private Placement, all proceeds from the sale of the Subscription Receipts (the ‎‎"Escrowed Funds") will be deposited with Counsel in the Corporation's trust account and may be invested in short-term obligations of, or ‎guaranteed by, the Government of Canada, and other approved investments. To comply with applicable Securities Laws, the Corporation will file a Form S-1 ‎Registration Statement. Each Subscription Receipt is automatically exchangeable upon the date (the "Effective Date") that is the later of (i) the date of issuance by the Corporation of the Closing Notice, and (ii) the date on which ‎the SEC declares a Form S-1 ‎Registration Statement of the Corporation effective. In compliance with applicable Securities Laws, the Escrowed Funds, and any ‎interest earned thereon, will be released by Counsel to the Corporation upon receipt, by no later than 5:00 ‎p.m. (Toronto time) on June 15, 2021 (the "Deadline"), by Counsel, of a signed notice from an authorized signing officer of ‎the Corporation confirming that they have completed or met all conditions to complete the Acquisition (the ‎‎"Closing Notice") and receipt of a copy of the Final Exchange Bulletin (as such term is defined by the TSXV) in connection with the Acquisition. Immediately upon the date Effective Date‎, each Subscription Receipt will be ‎deemed to have been exchanged by the holder thereof, without payment of additional consideration or further action ‎on the part of the holder, for one (1) Common Share (or 0.737 Common Shares in the event the Consolidation is completed prior to the Effective Date). If the Closing Notice is not provided on or before the Deadline or the Corporation has provided notice to ‎ Counsel that the Acquisition will not be completed by the Deadline (each case being a "Refund Event"), ‎on the date of the Refund Event, the holders of the Subscription Receipts will be entitled to receive an amount ‎equal to the Aggregate Subscription Price paid by such holder, together with such holder's pro rata entitlement to interest earned ‎on such amount, less any applicable withholding tax but with no other deductions. The Escrowed Funds will be ‎applied towards payment of such amount, and the Corporation shall make up any shortfall of the balance owed to ‎the holders of the Subscription Receipts.‎ On the Effective Date (i) Brattle Xxxxx X.X. Ltd. ("Brattle Xxxxx") and a wholly owned subsidiary of the Corporation ("Brattle Mergeco") will amalgamate (the "BC...
Description of the Subscription Receipts. (a) The Subscription Receipts entitle the respective holders thereof to receive:
Description of the Subscription Receipts. (a) In accordance with the terms of the Subscription Receipts and this Subscription Receipt Agreement, in the event that the Escrow Conditions are satisfied and the Release Notice is delivered on or before the Escrow Release Deadline, each Subscription Receipt shall entitle the holder thereof to receive from the Company, without any further action or payment of additional consideration therefor, one (1) Underlying Unit for each Subscription Receipt then held.
Description of the Subscription Receipts. (a) Each Subscription Receipt entitles the holder thereof to receive, upon deemed conversion in accordance with the terms of the Subscription Receipts and this Subscription Receipt Agreement and without payment of additional consideration (subject to adjustment in accordance with hereof), one Unit.
Description of the Subscription Receipts. (a) The Subscription Receipts shall be created and issued pursuant to the Subscription Receipt Agreement to be entered into between the Transfer Agent, the Corporation and the Agent to be dated as of the Closing Date. The specific attributes of the Subscription Receipts, including the adjustment provisions, shall be set forth in the Subscription Receipt Agreement.
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Description of the Subscription Receipts. (a) Each Subscription Receipt evidences the right and entitlement of the holder thereof to receive in accordance with the terms of the Subscription Receipts and the Subscription Receipt Agreement and without payment of additional consideration, the Exchange Number of Variable Voting Shares.

Related to Description of the Subscription Receipts

  • Subscription Procedures The Dealer Manager will comply in all material respects with the subscription procedures and “Plan of Distribution” set forth in the Prospectus, and with respect to any direct sales made by the Dealer Manager, with the transmittal of funds procedures set forth in Section 6.

  • Authorization of the Shares The Shares have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company against payment therefor pursuant to this Agreement, will be validly issued, fully paid and nonassessable, and the issuance and sale of the Shares is not subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase the Shares.

  • Subscription and Purchase Price (a) The total sum of the Purchase Price plus the Subscription Price for the Xxxxxxxx Shares shall be Reais Equivalent to U.S.$114,000,000.00 (One hundred fourteen Million U.S. Dollars plus R$8,000,000 (eight million Reais). Such payments shall not be adjusted by profits and losses of the Newco (in the ordinary course of business) as of the date of the Transfer of the Business.

  • Subscription and Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in the form of a capital contribution, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby subscribes for and purchases the Shares from the Company, 375,000 of which are subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. All references in this Agreement to shares of the Company being forfeited shall take effect as surrenders for no consideration of such shares as a matter of Cayman Islands law.

  • The Subscription Agreement The Subscription Agreement has been duly authorized, executed and delivered by the Company and the Sponsor and is a valid and binding agreement of the Company and the Sponsor, enforceable against the Company and the Sponsor in accordance with its terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Subscription Subject to the terms and conditions hereof, at the Closing (as defined below), Subscriber hereby agrees to subscribe for and purchase, and the Company hereby agrees to issue and sell to Subscriber, upon the payment of the Purchase Price, the Subscribed Shares (such subscription and issuance, the “Subscription”).

  • Subscription Procedure Each Investor, by providing his or her name and subscription amount and clicking “accept” and/or checking the appropriate box on the Platform (“Online Acceptance”), confirms such Investor’s investment through the Platform and confirms such Investor’s electronic signature to this Agreement. Investor agrees that his or her electronic signature as provided through Online Acceptance is the legal equivalent of his or her manual signature on this Agreement and Online Acceptance establishes such Investor’s acceptance of the terms and conditions of this Agreement.

  • Purchase of the Securities On the Closing Date (as defined below), the Company shall issue and sell to the Buyer and the Buyer agrees to purchase from the Company the Securities as is set forth immediately below the Buyer’s name on the signature pages hereto.

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