Filing Statement Sample Clauses
Filing Statement. (a) Mira shall prepare and file the Final Filing Statement and other documents related thereto in accordance with applicable law with the applicable securities regulatory authority and as otherwise required. ▇▇▇▇ shall ensure that no such information concerning Mira that is included in the Final Filing Statement shall contain any untrue statement of a material fact (as such term is defined pursuant to the Securities Laws) or omit to state a material fact required to be stated therein in order to make any information concerning ▇▇▇▇ not misleading in light of the circumstances in which it is disclosed.
(b) Nuuvera shall furnish to Mira all such information concerning Nuuvera, as may be reasonably required by Mira in the preparation of the Final Filing Statement and other documents related thereto, and Nuuvera shall ensure that no such information provided by Nuuvera for inclusion in the Final Filing Statement shall contain any untrue statement of a material fact (as such term is defined pursuant to the Securities Laws) or omit to state a material fact required to be stated therein in order to make any information so furnished by Nuuvera not misleading in light of the circumstances in which it is disclosed.
(c) Nuuvera shall promptly notify Mira if, at any time before the Closing, the Final Filing Statement contains an untrue statement of a material fact concerning Nuuvera or omits to state a material fact concerning Nuuvera required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made, or that otherwise requires an amendment or supplement to the Final Filing Statement.
(d) ▇▇▇▇ shall promptly notify Nuuvera if, at any time before the Closing, the Final Filing Statement contains an untrue statement of a material fact concerning ▇▇▇▇ or omits to state a material fact concerning ▇▇▇▇ required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made, or that otherwise requires an amendment or supplement to the Final Filing Statement.
(e) Each of Mira and Nuuvera shall co-operate in the preparation of any amendment or supplement as required or as appropriate pursuant to Subsections 3.3(c) and 3.3(d). Mira shall, subject to compliance by Nuuvera with this Subsection 3.3(e), and, if required by the TSX Venture or applicable laws, file any amendment or supplement to the Final Filing Statement...
Filing Statement. Vesta, with the assistance of UHC, Excelaron, Barisan and Mogul, with respect to the portions of the Filing Statement related to such parties, covenants and agrees to use commercially reasonable best efforts to prepare and finalize the Filing Statement, together with any other documents required by applicable securities and corporate Laws in connection with the Qualifying Transaction, and Vesta shall cause the Filing Statement to be filed as required by applicable Laws as soon as reasonably practicable, provided that the Filing Statement and other documentation required in connection with the Qualifying Transaction shall be filed only with UHC’s and Excelaron’s prior written consent (in connection with the Filing Statement, such consent shall be evidenced, in each case, by a fully executed certificate page).
Filing Statement. As promptly as practical following the execution of this Agreement, and in compliance with Applicable Laws (including Securities Laws) and the policies of the TSXV:
(a) A2 and MTI shall cooperate in the preparation of the Filing Statement and the filing of such Filing Statement with the applicable regulatory authorities not later than seven Business Days prior to the Effective Date (unless abridged by the TSXV);
(b) MTI and A2 each shall use all reasonable commercial efforts to expeditiously and in a timely manner furnish the information required by each Party to be included in the Filing Statement and each Party shall have had the reasonable opportunity to review and comment on the all such information. The information to be provided by each of A2 and MTI for use in the Filing Statement shall not contain any Misrepresentation;
(c) if, at any time before the Effective Date, either Party becomes aware that the Filing Statement contains a Misrepresentation or otherwise requires an amendment or supplement, such Party shall notify the other Parties and the Parties shall co-operate in the preparation and filing of any amendment or supplement to the Filing Statement as required or as appropriate;
(d) MTI shall indemnify and save harmless A2 and the directors, officers and agents of MTI from and against any and all liabilities, claims, demands, losses, costs, damages and expenses (excluding any loss of profits or consequential damages) to which A2, or any director, officer or agent thereof, may be subject or which A2, or any director, officer or agent thereof, may suffer or incur, whether under the provisions of any statute or otherwise, in any way caused by, or arising, directly or indirectly, from or in consequence of any Misrepresentation or alleged Misrepresentation in the Filing Statement (other than arising solely from any Misrepresentation or alleged Misrepresentation in the A2 Information, or the negligence of A2);
(e) A2 shall indemnify and save harmless MTI and the directors, officers and agents of A2 from and against any and all liabilities, claims, demands, losses, costs, damages and expenses (excluding any loss of profits or consequential damages) to which MTI, or any director, officer or agent thereof, may be subject or which MTI, or any director, officer or agent thereof, may suffer or incur, whether under the provisions of any statute or otherwise, in any way caused by, or arising, directly or indirectly, from or in consequence of any Misrepresent...
Filing Statement. 12.1 The Purchaser will, subject to the prior review and approval of the Vendor (such approval not to be unreasonably withheld), prepare the Filing Statement (including supplements or amendments thereto). The Vendor will furnish to the Purchaser all information regarding the Vendor as may reasonably be required to be included in the Filing Statement pursuant to applicable law. Each of the Purchaser and the Vendor will:
(a) ensure that all information provided by it or on its behalf that is contained in the Filing Statement does not contain any misrepresentation or any untrue statement of a material fact or omit to state a material fact required to be stated in the Filing Statement and necessary to make any statement that it contains not misleading in light of the circumstances in which it is made; and
(b) promptly notify the other Party if, at any time before the closing of the Qualifying Transaction, it becomes aware that the Filing Statement contains a misrepresentation, an untrue statement of material fact, omits to state a material fact required to be stated in those documents that is necessary to make any statement it contains not misleading in light of the circumstances in which it is made or that otherwise requires an amendment or a supplement to those documents.
Filing Statement. The Filing Statement, as and when filed on SEDAR and as it relates to BVT, constitutes full, true and plain disclosure of all material facts relating to the securities of BVT.
Filing Statement. The Filing Statement, as and when filed on SEDAR as it relates to UQ, contains full, true and plain disclosure of all material facts relating to the securities of UQ.
Filing Statement. Subco Parent shall use all commercially reasonable efforts to assist V▇▇▇▇▇▇ in connection with the preparation of the Filing Statement, and prepare as promptly as possible any other documents required by applicable legislation and/or regulation in connection with all shareholder and regulatory approvals required in respect of the Business Combination and the other matters contemplated hereby, including but not limited to the extent applicable, the disclosure regarding Subco (including financial statements) prescribed under applicable Canadian Securities Laws and described in the form of prospectus that Subco would be eligible to use, for inclusion in the Filing Statement, as the case may be, and the certificates and consent letters required under the Policy, unless such cooperation and efforts would subject Subco to unreasonable cost or liability or would be in breach of applicable statutory or regulatory requirements.
Filing Statement. (a) GTI shall furnish to Kick all such information concerning GTI, as may be reasonably required by Kick in the preparation of the Final Filing Statement and other documents related thereto, and GTI shall ensure that no such information provided by GTI for inclusion in the Final Filing Statement shall contain any untrue statement of a material fact or omit to state a material fact required to be stated therein in order to make any information so furnished by GTI not misleading in light of the circumstances in which it is disclosed.
(b) GTI shall promptly notify Kick if, at any time before the Closing, the Final Filing Statement contains an untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading in light of the circumstances in which they are made, or that otherwise requires an amendment or supplement to the Final Filing Statement and the parties shall co-operate in the preparation of any amendment or supplement as required or as appropriate. Kick shall, subject to compliance by GTI with this Section 3.5(b), and, if required by the CSE or applicable laws, file any amendment or supplement to the Final Filing Statement with the applicable securities regulatory authority and as otherwise required.
Filing Statement. (a) As promptly as reasonably practicable following execution of this Agreement, 142 BC shall prepare and complete, in consultation with the Company as contemplated by this Section 2.06, the Filing Statement together with any other documents required by Securities Laws and 142 BC shall cause the Filing Statement and such other documents required by Securities Laws to be filed with the Exchange and applicable securities regulatory authorities in accordance with Securities Laws.
(b) 142 BC shall ensure that the Filing Statement complies in all material respects with applicable Securities Laws and does not contain any Misrepresentation regarding 142 BC or Acquireco.
(c) The Company shall fully cooperate with 142 BC in the preparation of the Filing Statement. The Company shall provide to 142 BC all necessary information concerning the Company as required by Securities Laws, for inclusion in the Filing Statement as requested by 142 BC. The Company shall also use commercially reasonable efforts to obtain any necessary consents from any of its auditors and any other advisors to the use of any financial, technical or other expert information required to be included in the Filing Statement and to the identification in the Filing Statement of each such advisor. The Company shall ensure that any such information will not include any Misrepresentation concerning the Company.
(d) The Company and its legal counsel shall be given a reasonable opportunity to review and comment on drafts of the Filing Statement and other related documents and reasonable consideration shall be given to any comments made by the Company and its legal counsel; provided that, all information relating solely to the Company included in the Filing Statement shall be in form and substance satisfactory to the Company, acting reasonably.
(e) The Company, on one hand, and 142 BC and Acquireco, together, on the other hand, shall promptly notify each other upon becoming aware that the Filing Statement contains a Misrepresentation or otherwise requires an amendment or supplement and shall cooperate in the preparation of any amendment or supplement to the Filing Statement as required or appropriate and 142 BC shall cause the Filing Statement and such other documents required by Securities Laws to be filed with applicable securities regulatory authorities in accordance with Securities Laws.
Filing Statement. In connection with the Proposed Transaction and pursuant to the requirements of the TSXV, Mind Cure and LNG Energy will file a filing statement on Mind Cure’s issuer profile on SEDAR (▇▇▇.▇▇▇▇▇.▇▇▇), which will contain details regarding the Proposed Transaction, the Concurrent Financing, Mind Cure, LNG Energy and the Resulting Issuer. Additionally, a copy of the Arrangement Agreement will be available for review under Mind Cure’s issuer profile on SEDAR.