Common use of Exercise of Over-allotment Option Clause in Contracts

Exercise of Over-allotment Option. The Underwriter may exercise the Over-Allotment Option, in whole or in part, at any time and from time to time prior to the Over-Allotment Expiry Date by delivery of written notice to the Corporation of the number of Over-Allotment Securities in respect of which the Over-Allotment Option is being exercised and the date for delivery of the Over-Allotment Securities (an “Over-Allotment Option Notice”). The Over-Allotment Option Closing Date shall be determined by the Underwriter but shall not be earlier than two (2) Business Days or later than seven (7) Business Days after delivery of the Over-Allotment Option Notice. In the event the Over-Allotment Option is exercised prior to the Closing Date, the Over-Allotment Closing shall take place together with the Closing on the Closing Date. Upon exercise of the Over-Allotment Option as provided herein the Corporation shall become obligated to sell the total number of Over-Allotment Securities in respect of which the Underwriter is exercising the Over-Allotment Option. Any such closing shall be referred to as an “Over-Allotment Closing” and shall be conducted in the same manner as the Closing. At any Over-Allotment Closing, the Corporation and the Underwriter shall make all necessary payments and the Corporation shall, at its sole expense, deliver all of the certificates, opinions and other documents to be delivered by it on the Closing Date, each updated to the date of any such Over-Allotment Closing.

Appears in 2 contracts

Samples: Underwriting Agreement (Titan Medical Inc), Underwriting Agreement (Titan Medical Inc)

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Exercise of Over-allotment Option. The Underwriter Agent may exercise the Over-Allotment Option, in whole or in part, at any time and from time to time prior to the Over-Allotment Expiry Date by delivery of written notice to the Corporation of the number of Over-Allotment Securities in respect of which the Over-Allotment Option is being exercised and the date for delivery of the Over-Allotment Securities (an “Over-Allotment Option Notice”). The Over-Allotment Option Closing Date shall be determined by the Underwriter Agent but shall not be earlier than two (2) Business Days business days or later than seven (7) Business Days business days after delivery of the Over-Allotment Option Notice. In the event the Over-Allotment Option is exercised prior to the Initial Closing Date, the Over-Allotment Closing shall take place together with the Initial Closing on the Initial Closing Date. Upon exercise of the Over-Allotment Option as provided herein the Corporation shall become obligated to sell the total number of Over-Allotment Securities in respect of which the Underwriter Agent is exercising the Over-Allotment Option. Any such closing shall be referred to as an a “Over-Allotment Closing” and shall be conducted in the same manner as the Initial Closing. At any Over-Allotment Closing, the Corporation and the Underwriter Agent shall make all necessary payments and the Corporation shall, at its sole expense, deliver all of the certificates, opinions and other documents to be delivered by it on the Initial Closing Date, each updated to the date of any such Over-Allotment Closing.

Appears in 2 contracts

Samples: Agency Agreement (Titan Medical Inc), Agency Agreement (Titan Medical Inc)

Exercise of Over-allotment Option. The Underwriter Agent may exercise the Over-Allotment Option, in whole or in part, at any time and from time to time prior to the Over-Allotment Expiry Date by delivery of written notice to the Corporation of the number of Over-Allotment Securities in respect of which the Over-Allotment Option is being exercised and the date for delivery of the Over-Allotment Securities (an "Over-Allotment Option Notice"). The Over-Allotment Option Closing Date shall be determined by the Underwriter Agent but shall not be earlier than two (2) Business Days business days or later than seven (7) Business Days business days after delivery of the Over-Allotment Option Notice. In the event the Over-Over- Allotment Option is exercised prior to the Closing Date, the Over-Allotment Closing shall take place together with the Closing on the Closing Date. Upon exercise of the Over-Allotment Option as provided herein the Corporation shall become obligated to sell the total number of Over-Allotment Securities in respect of which the Underwriter Agent is exercising the Over-Allotment Option. Any such closing shall be referred to as an “a "Over-Allotment Closing" and shall be conducted in the same manner as the initial Closing. At any Over-Allotment Closing, the Corporation and the Underwriter Agent shall make all necessary payments and the Corporation shall, at its sole expense, deliver all of the certificates, opinions and other documents to be delivered by it on the Closing Date, each updated to the date of any such Over-Allotment Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (IM Cannabis Corp.)

Exercise of Over-allotment Option. The Underwriter may exercise the Over-Allotment Option, in whole or in part, allotment Option granted pursuant to Section 1.2.1 hereof may be exercised by the Representative as to all (at any time and time) or any part (from time to time time) of the Option Shares within forty-five (45) days after the Effective Date. The Underwriters shall not be under any obligation to purchase any Option Shares prior to the Over-Allotment Expiry Date by delivery of written notice to the Corporation of the number of Over-Allotment Securities in respect of which the Over-Allotment Option is being exercised and the date for delivery exercise of the Over-Allotment Securities (an “Over-Allotment Option Notice”)allotment Option. The Over-Allotment allotment Option granted hereby may be exercised by the giving of oral notice to the Company from the Representative, which must be confirmed in writing by overnight mail or electronic transmission setting forth the number of Option Shares to be purchased and the date and time for delivery of and payment for the Option Shares (the “Option Closing Date shall be determined by the Underwriter but Date”), which shall not be earlier than two (2) Business Days or later than seven five (75) Business Days after delivery the date of the Over-Allotment notice or such other time as shall be agreed upon by the Company and the Representative, at the offices of Representative’s Counsel or at such other place (including remotely other electronic transmission) as shall be agreed upon by the Company and the Representative. If such delivery and payment for the Option Notice. In the event the Over-Allotment Option is exercised prior to Shares does not occur on the Closing Date, the Over-Allotment Option Closing shall take place together with Date will be as set forth in the Closing on the Closing Datenotice. Upon exercise of the Over-Allotment allotment Option as provided herein with respect to all or any portion of the Corporation Option Shares, subject to the terms and conditions set forth herein, (i) the Company shall become obligated to sell to the Underwriters the number of Option Shares specified in such notice and (ii) each of the Underwriters, acting severally and not jointly, shall purchase that portion of the total number of Over-Allotment Securities Option Shares then being purchased as set forth in respect Schedule 1 opposite the name of which the Underwriter is exercising the Over-Allotment Option. Any such closing shall be referred to as an “Over-Allotment Closing” and shall be conducted in the same manner as the Closing. At any Over-Allotment Closing, the Corporation and the Underwriter shall make all necessary payments and the Corporation shall, at its sole expense, deliver all of the certificates, opinions and other documents to be delivered by it on the Closing Date, each updated to the date of any such Over-Allotment ClosingUnderwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Clip Interactive, LLC)

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Exercise of Over-allotment Option. The Underwriter Agent may exercise the Over-Allotment Option, in whole or in part, at any time and from time to time prior to the Over-Allotment Expiry Date by delivery of written notice to the Corporation of the number of Over-Allotment Securities in respect of which the Over-Allotment Option is being exercised and the date for delivery of the Over-Allotment Securities (an "Over-Allotment Option Notice"). The Over-Allotment Option Closing Date shall be determined by the Underwriter Agent but shall not be earlier than two (2) Business Days business days or later than seven (7) Business Days business days after delivery of the Over-Allotment Option Notice. In the event the Over-Over- Allotment Option is exercised prior to the Closing Date, the Over-Allotment Closing shall take place together with the Closing on the Closing Date. Upon exercise of the Over-Allotment Option as provided herein the Corporation shall become obligated to sell the total number of Over-Allotment Securities in respect of which the Underwriter Agent is exercising the Over-Allotment Option. Any such closing shall be referred to as an “a "Over-Allotment Closing" and shall be conducted in the same manner as the initial Closing. At any Over-Allotment Closing, the Corporation and the Underwriter Agent shall make all necessary payments and the Corporation shall, at its sole expense, deliver all of the certificates, opinions and other documents to be delivered by it on the Closing Date, each updated to the date of any such Over-Over- Allotment Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement

Exercise of Over-allotment Option. 10.1 The Underwriter Underwriters shall not be under any obligation to purchase any of the Additional Shares prior to the delivery to the Corporation of the Over-Allotment Option Notice to exercise the Over-Allotment Option. BMO, on behalf of the Underwriters, may exercise the Over-Allotment Option, in whole or in part, Option at any time and from time to time prior to the Over-Allotment Expiry Date by delivery expiry of written notice to the Corporation of the number of Over-Allotment Securities in respect of which the Over-Allotment Option is being exercised and the date for by delivery of the Over-Allotment Securities (an “Over-Allotment Option Notice”). The Over-Allotment Option Closing Date shall will be determined by the Underwriter BMO but shall will not be earlier than two (2) Business Days or later than seven (7) Business Days after delivery of the Over-Allotment Option Notice. In the event the Over-Allotment Option is exercised prior to the Closing Date, the Over-Allotment Closing shall take place together with the Closing on the Closing Date. Upon exercise of the Over-Allotment Option as provided herein Option, the Corporation shall will become obligated to issue and sell to the Underwriters a total number of Over-Allotment Securities Additional Shares in respect of which the Underwriter is Underwriters are exercising the Over-Allotment Option. Any such closing shall be referred Option and, subject to as an “the terms and conditions herein set forth, each of the Underwriters severally and not jointly will become obligated to purchase from the Corporation the same percentage of the total number of Additional Shares in respect of which the Underwriters are then exercising the Over-Allotment Closing” and shall be conducted in the same manner Option as the Closing. At any Over-Allotment Closing, the Corporation and the such Underwriter shall make all necessary payments and the Corporation shall, at its sole expense, deliver all is obligated to purchase of the certificates, opinions and other documents to be delivered aggregate number of Underwritten Shares as adjusted by it on the Closing Date, each updated to the date of any such Over-Allotment ClosingUnderwriters.

Appears in 1 contract

Samples: Underwriting Agreement (Loncor Resources Inc.)

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