Distribution and Certain Obligations of the Agent. (a) The Agent shall, and shall require any investment dealer or broker (other than the Agent) with which the Agent has a contractual relationship in respect of the distribution of the Offered Shares or who are otherwise offered selling group participation by the Agent (each, a “Selling Firm”) to agree to comply with the Securities Laws and all other applicable laws or regulatory requirements in connection with the distribution of the Offered Shares and shall offer the Offered Shares for sale to the public directly and through Selling Firms upon the terms and conditions set out in the Final Prospectus and this Agreement. The Agent shall, and shall require any Selling Firm to, offer for sale to the public and sell the Offered Shares only in those jurisdictions where they may be lawfully offered for sale or sold. The Agent shall: (i) use commercially reasonable efforts to complete and cause each Selling Firm to complete the distribution of the Offered Shares as soon as reasonably practicable; and (ii) promptly notify the Company when, in their opinion, the Agent and the Selling Firms have ceased distribution of the Offered Shares and provide a breakdown of the number of Offered Shares distributed in each of the Qualifying Jurisdictions where such breakdown is required for the purpose of calculating fees payable to the Securities Regulators.
Distribution and Certain Obligations of the Agent. (a) The Agent shall, and shall use commercially reasonable efforts to require any Selling Firm to agree to, comply with the Applicable Securities Laws in connection with the distribution of the Units and shall offer the Units for sale to the public directly and through Selling Firms upon the terms and conditions set out in the Prospectus Supplement and this Agreement. The Agent shall, and shall use commercially reasonable efforts to require any Selling Firm to agree to, offer for sale to the public and sell the Units only in those jurisdictions where they may be lawfully offered for sale or sold and shall seek the prior consent of the Company, such consent not to be unreasonably withheld, regarding the jurisdictions other than the Qualifying Jurisdictions and the United States and other jurisdictions where the Units are to be offered and sold. The Agent shall: (i) use all commercially reasonable efforts to complete and cause each Selling Firm to complete the distribution of the Units as soon as reasonably practicable but in any event no later than 42 days after the filing of the Prospectus Supplement; and (ii) as soon as practicable after the completion of the distribution of the Units, and in any event within 30 days after the later of the Closing Date or the last Option Closing Date, notify the Company thereof and provide the Company with a breakdown of the number of Units distributed in the Qualifying Jurisdictions.
Distribution and Certain Obligations of the Agent. (a) The Agent shall, and shall require any Selling Firm to agree to, comply with the Applicable Securities Laws in connection with the distribution of the Initial Special Warrants and the Purchaser’s Option and shall offer the Initial Special Warrants and the Purchaser’s Option for sale on a private placement basis directly and through Selling Firms upon the terms and conditions set out in this Agreement.
Distribution and Certain Obligations of the Agent. (a) The Agent represents and warrants that it is registered and duly qualified under Securities Laws to effect the sale of the Offered Units in the Qualifying Jurisdictions. The Agent shall, and shall require any investment dealer or broker (other than the Agent) with which the Agent has a contractual relationship in respect of the distribution of the Offered Units or who are otherwise offered selling group participation by the Agent (each, a "Selling Firm") to agree to comply with Securities Laws in connection with the distribution of the Offered Units and shall offer the Offered Units for sale to the public directly and through Selling Firms upon the terms and conditions set out in the Final Prospectus and this Agreement. The Agent shall, and shall require any Selling Firm to, offer for sale to the public and sell the Offered Units only in those jurisdictions where they may be lawfully offered for sale or sold. The Agent shall: (i) use commercially reasonable best efforts to complete and cause each Selling Firm to complete the distribution of the Offered Units as soon as reasonably practicable; and (ii) promptly notify the Company when, in its opinion, the Agent and the Selling Firms have ceased distribution of the Offered Units and provide a breakdown of the number of Offered Units distributed in each of the Selling Jurisdictions where such breakdown is required for the purpose of calculating fees payable to the Securities Regulators.
Distribution and Certain Obligations of the Agent. (a) The Agents shall, and shall require any investment dealer or broker (other than the Agent) with which any of the Agents have a contractual relationship in respect of the distribution of the Units or who are otherwise offered selling group participation by any of the Agents (each, a “Selling Firm”) to agree to comply with the Securities Laws in connection with the distribution of the Units and shall offer the Units for sale to the public directly and through Selling Firms upon the terms and conditions set out in the Final Prospectus and the Agreement. The Agents shall, and shall require any Selling Firm to, offer for sale to the public and sell the Units, only in those jurisdictions where they may be lawfully offered for sale or sold. The Agents shall: (i) use all reasonable efforts to complete and cause each Selling Firm to complete the distribution of the Units as soon as reasonably practicable; and (ii) promptly notify the Corporation when, in their opinion, the Agents and the Selling Firms have ceased distribution of the Units and provide a breakdown of the number of Units distributed in each of the Qualifying Jurisdictions where such breakdown is required for the purpose of calculating fees payable to the Securities Regulators.
Distribution and Certain Obligations of the Agent. (a) The Agent shall, and shall require any Selling Firm to agree to, comply with the Applicable Securities Laws and the applicable securities laws of the Selling Jurisdictions outside of Canada, in connection with the distribution of the Special Warrants and shall offer the Special Warrants for sale to the public directly and through Selling Firms upon the terms and conditions set out in this Agreement.
Distribution and Certain Obligations of the Agent. (a) The Agent has complied and will comply, and shall require any Selling Firm to comply, with Applicable Securities Laws in connection with the Distribution of the Offered Units, and shall offer the Offered Units for sale to the public in the Selling Jurisdictions (other than such Selling Jurisdictions where an offer of the Offered Units to the public would not be permitted absent registration of the Offered Units in accordance with Applicable Securities Laws) directly and through Selling Firms upon the terms and conditions set out in the Prospectus and this Agreement. The Agent has offered and will offer, and shall require any Selling Firm to offer, for sale to the public and sell the Offered Units only in those jurisdictions where they may be lawfully offered for sale or sold.
Distribution and Certain Obligations of the Agent. (a) The Agent has complied with and shall, and shall require any Selling Firm to agree to, comply with the Securities Laws in connection with the distribution of the Offered Securities and shall offer the Offered Securities upon the terms and conditions set out in the Final Prospectus and this Agreement. The Agent has and shall, and shall require any Selling Firm to, directly offer for sale to the public and sell the Offered Securities only in those jurisdictions where they may be lawfully offered for sale. The Agent shall (i) use commercially reasonably efforts to complete and cause each Selling Form to complete the distribution of the Offered Securities as soon as reasonably practicable; and (ii) promptly notify the Corporation when, in their opinion, the Agent and the Selling Firms have ceased distribution of the Offered Securities and provide a breakdown of the number of Offered Securities distributed in each of the Qualifying Provinces (and any other applicable jurisdiction where the Offered Securities have been distributed) where such breakdown is required for the purpose of calculating fees payable to Securities Regulators.
Distribution and Certain Obligations of the Agent. (a) The Agent shall, and shall require any Selling Firm to agree to, comply with the Canadian Securities Laws and the applicable securities laws of the Selling Jurisdictions outside of Canada, in connection with the distribution of the Convertible Debenture Units and shall offer the Convertible Debenture Units for sale on a private placement basis in a manner exempt from any prospectus or offering memorandum filing or delivery requirements of Canadian Securities Laws and without the necessity of obtaining any order or ruling of the Securities Commissions, directly and through Selling Firms upon the terms and conditions set out in this Agreement . (b) The Agent shall, and shall require any Selling Firm to agree to, distribute the Convertible Debenture Units in a manner which complies with and observes all Applicable Laws in each jurisdiction into and from which they may offer to sell the Convertible Debenture Units and will not, directly or indirectly, offer, sell or deliver any Convertible Debenture Units to any person in any jurisdiction other than in the Selling Jurisdictions, unless the Company and the Agent agree otherwise and then only in a manner which will not require the Company to comply with the registration and prospectus or other similar requirements under the applicable securities laws of such other jurisdictions . (c) The Agent will obtain from each Purchaser and deliver to the Company a duly completed and executed Subscription Agreement and other forms required under Canadian Securities Laws or the applicable securities laws of the Selling Jurisdictions outside of Canada that are provided to the Agent by the Company for execution by Purchasers - 10 - relating to the issuance and sale of the Convertible Debenture Units, and the Agent shall at least one Business Day prior to the Closing Date, provide the Company with copies of such Subscription Agreements and complete registration instructions in respect of the Convertible Debenture Units . 5. Material Change (a) The Company shall promptly inform the Agent (and promptly confirm such notification in writing) during the period from the date of this Agreement until the Closing Date, of the full particulars of : (i) any material change whether actual, anticipated, contemplated, threatened or proposed in the Company or any Subsidiary or in any of their respective businesses, assets (including intangible assets), affairs, operations, prospects, liabilities (contingent or otherwise), capital, assets,...
Distribution and Certain Obligations of the Agent. (a) The Agent shall, and shall require any investment dealer or broker, other than the Agent, with which the Agent may have a contractual relationship in respect of the distribution of the Offered Securities (a "Selling Firm"), to comply with the Canadian Securities Laws in connection with the distribution thereof and shall offer the Offered Securities for sale to the public directly and through Selling Firms upon the terms and conditions set out in the Prospectus and this Agreement. The Agent shall offer, and shall require any Selling Firm to offer, for sale to the public and sell the Offered Securities only in those jurisdictions where they may be lawfully offered for sale or sold.
