Filing of Prospectus Supplement. (a) The Corporation shall as soon as possible and in any event not later than 11:00 p.m. (Toronto time) on July 18, 2019 comply with the Shelf Procedures to prepare and file the Prospectus Supplement with the Securities Commissions in each of the Qualifying Jurisdictions. (b) Until the distribution of the Debentures has been completed, the Corporation will promptly take, or cause to be taken, all additional steps and proceedings that are in its power to take or cause to be taken and which may from time to time be required under the Securities Laws to continue to qualify the distribution of the Debentures in the Qualifying Jurisdictions or, if the Debentures have, for any reason, ceased to so qualify, to again qualify the Debentures, as applicable, for distribution in each of the Qualifying Jurisdictions. (c) Prior to the filing of the Prospectus Supplement and any Supplementary Material, the Corporation shall have permitted the Agents to review each of the Prospectus Supplement and such Supplementary Material and shall have allowed the Agents to conduct any due diligence investigations which each of them reasonably requires in order to fulfil its obligations as an agent under Securities Laws and in order to enable it to responsibly execute the certificate in the Prospectus Supplement and such Supplementary Material required to be executed by it where applicable. Following the filing of the Prospectus Supplement and prior to the completion of the distribution of the Debentures, the Corporation shall allow each of the Agents to conduct any due diligence investigations which any of them reasonably requires to confirm as at any date that it continues to have reasonable grounds for the belief that the Prospectus does not contain a misrepresentation as at such date.
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Filing of Prospectus Supplement. (a) The Corporation shall as soon as possible and in any event not later than 11:00 p.m. (Toronto time) on July 18May 21, 2019 2020 comply with the Shelf Procedures to prepare and file the Prospectus Supplement with the Securities Commissions in each of the Qualifying Jurisdictions.
(b) Until the distribution of the Debentures has been completed, the Corporation will promptly take, or cause to be taken, all additional steps and proceedings that are in its power to take or cause to be taken and which may from time to time be required under the Securities Laws to continue to qualify the distribution of the Debentures in the Qualifying Jurisdictions or, if the Debentures have, for any reason, ceased to so qualify, to again qualify the Debentures, as applicable, for distribution in each of the Qualifying Jurisdictions.
(c) Prior to the filing of the Prospectus Supplement and any Supplementary Material, the Corporation shall have permitted the Agents to review each of the Prospectus Supplement and such Supplementary Material and shall have allowed the Agents to conduct any due diligence investigations which each of them reasonably requires in order to fulfil its obligations as an agent under Securities Laws and in order to enable it to responsibly execute the certificate in the Prospectus Supplement and such Supplementary Material required to be executed by it where applicable. Following the filing of the Prospectus Supplement and prior to the completion of the distribution of the Debentures, the Corporation shall allow each of the Agents to conduct any due diligence investigations which any of them reasonably requires to confirm as at any date that it continues to have reasonable grounds for the belief that the Prospectus does not contain a misrepresentation as at such date.
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Filing of Prospectus Supplement. The Company shall file, prior to 9:00 am New York City time on the Initial Purchase Date, with the SEC a prospectus supplement covering the offering and sale of the Securities (athe “Prospectus Filing Date”). Such prospectus supplement shall relate to the transactions contemplated by, and describing the material terms and conditions of, this Agreement, containing required information previously omitted at the time of effectiveness of the Base Registration Statement in reliance on Rule 430B under the Securities Act, and disclosing all information relating to the transactions contemplated hereby required to be disclosed in the Base Registration Statement and the prospectus as of the date of the prospectus supplement, including, without limitation, information required to be disclosed in the section captioned “Plan of Distribution” in the prospectus. The Company shall permit the Investor to review and comment upon the prospectus supplement within a reasonable time prior to its filing with the SEC, the Company shall give reasonable consideration to all such comments, and the Company shall not file the Current Report or the prospectus supplement with the SEC in a form to which the Investor reasonably objects. The Investor shall furnish to the Company such information regarding itself, and the Company’s securities beneficially owned by the Investor, as shall be reasonably requested by the Company in connection with the preparation and filing of the Current Report and the prospectus supplement, and shall otherwise cooperate with the Company as reasonably requested by the Company in connection with the preparation and filing of the Current Report and the prospectus supplement with the SEC. The Company shall have no knowledge of any untrue statement (or alleged untrue statement) The Corporation shall as soon as possible and of a material fact or omission (or alleged omission) of a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, in any effective registration statement filed or any post-effective amendment or prospectus supplement related to the transactions contemplated herein. The Company shall promptly give the Investor notice of any event not later than 11:00 p.m. (Toronto including the passage of time) on July 18which makes the final prospectus not to be in compliance with the Securities Act and shall use its best efforts thereafter to file with the SEC any Post-Effective Amendment to the Base Registration Statement, 2019 amended prospectus or prospectus supplement in order to comply with the Shelf Procedures to prepare and file the Prospectus Supplement with the Securities Commissions in each of the Qualifying JurisdictionsAct.
(b) Until the distribution of the Debentures has been completed, the Corporation will promptly take, or cause to be taken, all additional steps and proceedings that are in its power to take or cause to be taken and which may from time to time be required under the Securities Laws to continue to qualify the distribution of the Debentures in the Qualifying Jurisdictions or, if the Debentures have, for any reason, ceased to so qualify, to again qualify the Debentures, as applicable, for distribution in each of the Qualifying Jurisdictions.
(c) Prior to the filing of the Prospectus Supplement and any Supplementary Material, the Corporation shall have permitted the Agents to review each of the Prospectus Supplement and such Supplementary Material and shall have allowed the Agents to conduct any due diligence investigations which each of them reasonably requires in order to fulfil its obligations as an agent under Securities Laws and in order to enable it to responsibly execute the certificate in the Prospectus Supplement and such Supplementary Material required to be executed by it where applicable. Following the filing of the Prospectus Supplement and prior to the completion of the distribution of the Debentures, the Corporation shall allow each of the Agents to conduct any due diligence investigations which any of them reasonably requires to confirm as at any date that it continues to have reasonable grounds for the belief that the Prospectus does not contain a misrepresentation as at such date.
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Samples: Ordinary Share Purchase Agreement (VivoPower International PLC)
Filing of Prospectus Supplement. (a) The Corporation Company shall as soon as possible and in any event not later than 11:00 5:00 p.m. (Toronto time) on July 18November 1, 2019 comply with the Shelf Procedures to prepare and file the Prospectus Supplement with the Securities Commissions in each of the Qualifying Jurisdictions.
(b) The Company shall comply with the Securities Laws with respect to the filing of the template version of any marketing materials that has been approved by the Company and the Agent in the manner required under the Securities Laws (with any comparables and all disclosure relating to such comparables being redacted).
(c) Until the distribution of the Debentures Units has been completed, the Corporation Company will promptly take, or cause to be taken, all commercially reasonable additional steps and proceedings that are in its power to take or cause to be taken and which may from time to time be required under the Securities Laws to continue to qualify the distribution of the Debentures Units in the Qualifying Jurisdictions or, if the Debentures Units have, for any reason, ceased to so qualify, to again qualify the DebenturesUnits, as applicable, for distribution in each of the Qualifying Jurisdictions.
(cd) Prior to the filing of the Prospectus Supplement and any Supplementary Material, the Corporation Company shall have permitted the Agents Agent to review each of the Prospectus Supplement and such Supplementary Material and shall have allowed the Agents Agent to conduct any due diligence investigations which each of them it reasonably requires in order to fulfil its obligations as an agent under Canadian Securities Laws and in order to enable it to responsibly execute the certificate in the Prospectus Supplement and such Supplementary Material required to be executed by it where applicable. Following the filing of the Prospectus Supplement and prior to the completion of the distribution of the DebenturesUnits, the Corporation Company shall allow each of the Agents Agent to conduct any due diligence investigations which any of them reasonably it requires to confirm as at any date that it continues to have reasonable grounds for the belief that the Prospectus does not contain a misrepresentation as at such date.
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Samples: Agency Agreement