Distribution Obligations. (a) The Underwriters shall, and shall use commercially reasonable efforts to require any investment dealer (other than the Underwriters) with which the Underwriters have a contractual relationship in respect of the distribution of the Offered Units (each, a “Selling Firm”) to agree to, comply with the Applicable Securities Laws in connection with the distribution thereof and shall offer the Offered Units for sale to the public only in the Selling Jurisdictions where they may lawfully be offered for sale directly and through Selling Firms upon the terms and conditions set out in the Prospectus and this Agreement. The Underwriters shall, and shall use commercially reasonable efforts to require any Selling Firm to agree to, offer for sale to the public and sell the Offered Units only in those jurisdictions that comply with Section 2 and 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 where the Offered Units are to be offered and sold, provided that such offer and sale will not require the Company to comply with the registration, prospectus, filing or continuous disclosure or other similar requirements under the Applicable Laws of such other jurisdiction or pay any additional governmental filing fees which relate to such other jurisdictions. The Underwriters shall use all commercially reasonable efforts to complete and cause each Selling Firm to complete the distribution of the Offered Units as soon as reasonably practicable but in any event no later than 42 days after the date of the Final Receipt; and (ii) as soon as practicable after the completion of the distribution of the Offered Units, and in any event within 30 days after the later of the Closing Date or the last Option Closing Date and provide the Company with a breakdown of the number of Offered Units distributed in the Qualifying Jurisdictions and in any other Selling Jurisdictions.
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Samples: Underwriting Agreement, Underwriting Agreement, Underwriting Agreement
Distribution Obligations. (a) The Underwriters shallxxxxxx, and nd shall use commercially reasonable efforts to require any investment dealer (other than the Underwriters) with which the Underwriters have a contractual relationship in respect of the distribution of the Offered Units (each, a “Selling Firm”) to agree to³Selling Firm ´ W R Do, comply with JcoUmHplHy wWith the Applicable Securities Laws in connection with the distribution thereof and shall offer the Offered Units for sale to the public only in the Selling Jurisdictions where they may lawfully be offered for sale directly and through Selling Firms upon the terms and conditions set out in the Prospectus and this Agreement. The Underwriters shall, and shall use commercially reasonable efforts to require any Selling Firm to agree to, offer for sale to the public and sell the Offered Units only in those jurisdictions that comply with Section 2 and Sectio2nand where they may be lawfully offered for sale or sold and shall seek the prior consent of the Company, such Cnoy,mspuach consent not to be unreasonably withheld, regarding the jurisdictions other than the Qualifying Jurisdictions and the United States where the Offered Units are to be offered and sold, provided that such offer and sale will not require the Company to comply Compaoncyotmply with the registration, prospectus, filing or continuous disclosure or other similar requirements under the Applicable Laws of such other jurisdiction or pay any additional governmental filing fees which relate to such other jurisdictions. The Underwriters Urwndrieters shall use all #3518085v6 commercially reasonable efforts to complete and cause each Selling Firm to complete the distribution of the Offered Units as soon as reasonably practicable but in any event no later than 42 days after the date of the Final Receipt; and (ii) as soon as practicable after the completion of the distribution of the Offered Units, and in any event within 30 days after the later of the Closing Date or the last Option Closing Date and provide the Company with a breakdown of the number of Offered Units distributed in the Qualifying Jurisdictions and in any other Selling Jurisdictions.
Appears in 1 contract
Samples: Underwriting Agreement
Distribution Obligations. (a) The Underwriters shall, and shall use commercially reasonable efforts to require any investment dealer (other oethr than the Underwriters) with which the Underwriters have a contractual relationship in respect of the distribution of the Offered Units (each, a “Selling Firm”) to agree to, comply with the Applicable Securities Laws in connection ³Selling Firm ´ W R D J U H H W R F R P S O \ Z L W K W K H $ S S O L F D E O with the distribution thereof ht ereof and shall offer the Offered Units for sale to the public only in the Selling Jurisdictions where they may lawfully be offered for sale directly and through Selling Firms upon the terms and conditions set out in the Prospectus and this Agreement. The Underwriters TheUnderwriters shall, and shall use commercially reasonable efforts to require any Selling Firm to agree to, offer for sale to the public and sell the Offered Units only in those jurisdictions that comply with Section 2 and Secti2onand 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 othaenr the Qualifying Jurisdictions and the United States where the Offered Units are to be offered and sold, provided that such offer and sale will not require the Company to comply with the registration, prospectus, filing or continuous disclosure or other similar requirements under the Applicable Laws of such other jurisdiction or pay any additional governmental filing fees which relate to such other jurisdictions. The Underwriters shall use all commercially reasonable efforts to complete and cause each Selling Firm to complete the distribution of the Offered Units as soon as reasonably practicable but in any event no later than 42 days after the date of the Final Receipt; and (ii) as soon as practicable after the completion of the distribution of the Offered Units, and in any event within 30 days after the later of the Closing Date or the last Option Closing Date and provide the Company with a breakdown of the number of Offered Units distributed in the Qualifying Jurisdictions and in any other Selling Jurisdictions.
Appears in 1 contract
Samples: Underwriting Agreement