Liability of Underwriters. (1) The obligation of the Underwriters to purchase the Common Shares in connection with the Offering at the Time of Closing on the Closing Date shall be several and not joint or joint and several and shall be as to the following percentages of the Common Shares to be purchased at that time: BMO Nxxxxxx Bxxxx Inc. 60 % Wellington West Capital Markets Inc. 20 % Canaccord Capital Corporation 10 % GMP Securities L.P. 10 % 100 % (2) In the event that one or more Underwriters shall fail to purchase the applicable percentage of Common Shares (the “Defaulted Securities”) at the Time of Closing, and such failure shall constitute a default by such one or more of them of the performance of its or their obligations hereunder, the non-defaulting Underwriters shall have the right, within 36 hours thereafter, to make arrangements for one or more of the non-defaulting Underwriters, or any other underwriters, to purchase all, but not less than all, of the Defaulted Securities, in such amounts as may be agreed upon by the non-defaulting Underwriters and upon the terms set forth herein. If, however, the Underwriters shall have not completed such arrangements with such 36 hour period, then: (a) if the number of Defaulted Securities does not exceed 10% of the number of Common Shares to be purchased hereunder, the non-defaulting Underwriters shall be obligated, each severally, and not jointly, nor jointly and severally, to purchase all of the Defaulted Securities in the proportions that their respective underwriting obligations hereunder bear to the underwriting obligation of all non-defaulting Underwriters, or (b) if the number of Defaulted Securities exceeds 10% of the number of Common Shares to be purchased on such date, any non-defaulting Underwriter shall be entitled to terminate its obligation to purchase the Common Shares agreed to be purchased by it as set forth in Section 16(1) and shall be relieved of its obligations under this Agreement. No action taken pursuant to this Section 16 shall relieve any defaulting Underwriter from liability in respect of its default to the Corporation or to any non-defaulting Underwriter. (3) In the event of any such default which does not result in a termination of this Agreement, either the Underwriters or the Corporation shall have the right to postpone the Closing Date for a period not exceeding seven (7) calendar days in order to effect any required changes to the Final Prospectus or any other offering document. (4) Subject to the foregoing, the Underwriters shall have the right, but not the obligation, to sell to the Agents, any Common Shares pursuant to the Inter-Dealer Agreement, and subject to the terms and conditions set out therein. (5) Any Common Shares that are sold by the Agents pursuant to the Agency Agreement will reduce the obligation of the Underwriters to purchase the Common Shares hereunder by an equal amount.
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Liability of Underwriters. (1) The obligation of the Underwriters to purchase the Common Shares in connection with the Offering at the Time of Closing on the Closing Date shall be several and not joint or joint and several and shall be as to the following percentages of the Common Shares to be purchased at that time: BMO Nxxxxxx Bxxxx Inc. 60 45 % Blackmont Capital Inc. 45 % Wellington West Capital Markets Inc. 20 % Canaccord Capital Corporation 10 % GMP Securities L.P. 10 % 100 %
(2) In the event that one or more Underwriters shall fail to purchase the applicable percentage of Common Shares (the “Defaulted Securities”) at the Time of Closing, and such failure shall constitute a default by such one or more of them of the performance of its or their obligations hereunder, the non-defaulting Underwriters shall have the right, within 36 hours thereafter, to make arrangements for one or more of the non-defaulting Underwriters, or any other underwriters, to purchase all, but not less than all, of the Defaulted Securities, in such amounts as may be agreed upon by the non-defaulting Underwriters and upon the terms set forth herein. If, however, the Underwriters shall have not completed such arrangements with such 36 hour period, then:
(a) if the number of Defaulted Securities does not exceed 10% of the number of Common Shares to be purchased hereunder, the non-defaulting Underwriters shall be obligated, each severally, and not jointly, nor jointly and severally, to purchase all of the Defaulted Securities in the proportions that their respective underwriting obligations hereunder bear to the underwriting obligation of all non-defaulting Underwriters, or
(b) if the number of Defaulted Securities exceeds 10% of the number of Common Shares to be purchased on such date, any non-defaulting Underwriter shall be entitled to terminate its obligation to purchase the Common Shares agreed to be purchased by it as set forth in Section 16(115(1) and shall be relieved of its obligations under this Agreement. No action taken pursuant to this Section 16 15 shall relieve any defaulting Underwriter from liability in respect of its default to the Corporation or to any non-defaulting Underwriter.
(3) In the event of any such default which does not result in a termination of this Agreement, either the Underwriters or the Corporation shall have the right to postpone the Closing Date for a period not exceeding seven (7) calendar days in order to effect any required changes to the Final Prospectus or any other offering document.
(4) Subject to the foregoing, the Underwriters shall have the right, but not the obligation, to sell to the Agents, any Common Shares pursuant to the Inter-Dealer Agreement, and subject to the terms and conditions set out therein.
(5) Any Common Shares that are sold by the Agents pursuant to the Agency Agreement will reduce the obligation of the Underwriters to purchase the Common Shares hereunder by an equal amount.
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Liability of Underwriters. (1) The obligation of the Underwriters to purchase the Common Shares Securities in connection with the Offering at the Time of Closing on the Closing Date shall be several and not joint or joint and several and shall be as to the following percentages of the Common Shares Securities to be purchased at that time: BMO Nxxxxxx Bxxxx Inc. 60 % Wellington West Capital Markets Inc. 20 % Canaccord Capital Corporation 10 70% GMP Securities L.P. 10 BMO Nesbitt Burns Inc. 30% 100 ---- 100%
(2) In Neither Underwriter shall be obligated to take up and pay for any of the event that Securities unless the other Underwriter simultaneously takes up and pays for the percentage of the Securities set out above opposite its name.
(3) If one or more of the Underwriters shall fail fails to purchase the its applicable percentage of Common Shares (the “Defaulted Securities”) aggregate amount of the Securities at the Time of ClosingClosing Time, and such failure for any reason, the other Underwriter shall constitute a default by such one or more of them of the performance be relieved of its or their obligations hereunder, the non-defaulting Underwriters hereunder provided that such other Underwriter shall have the right, within 36 hours thereafterbut shall not be obligated, to make arrangements for one or more of the non-defaulting Underwriterspurchase, or any other underwriters, to purchase all, all but not less than all, of the Defaulted Securities, in such amounts as may be agreed upon Securities which would otherwise have been purchased by the non-defaulting Underwriters and upon the terms set forth hereinwhich failed to purchase. If, however, with respect to the Underwriters shall have not completed such arrangements with such 36 hour period, then:
(a) if the number of Defaulted Securities does not exceed 10% of the number of Common Shares to be purchased hereunderSecurities, the non-defaulting Underwriters shall be obligated, each severally, and Underwriter elects not jointly, nor jointly and severally, to exercise such right so as to assume the entire obligation of the defaulting Underwriter (the Securities in respect of which the defaulting Underwriter fails to purchase all of and the Defaulted Securities in the proportions that their respective underwriting obligations hereunder bear to the underwriting obligation of all non-defaulting Underwriters, or
(b) if the number of Defaulted Securities exceeds 10% of the number of Common Shares to be purchased on such date, any non-defaulting Underwriter shall be entitled to terminate its obligation to purchase the Common Shares agreed to be purchased by it as set forth in Section 16(1) and shall be relieved of its obligations under this Agreement. No action taken pursuant to this Section 16 shall relieve any defaulting Underwriter from liability in respect of its default to the Corporation or to any non-defaulting Underwriter.
(3) In the event of any such default which does not result in a termination of this Agreementelect to purchase, either being hereinafter called the Underwriters or "DEFAULT SHARES"), then the Corporation shall have the right to postpone either (i) proceed with the sale of the Securities (less the Default Shares) to the non-defaulting Underwriter in which case the Closing Date may be postponed for a period not exceeding seven (7) calendar days in order to effect any required changes 72 hours by notice to the Final Prospectus Corporation or (ii) terminate its obligations hereunder without liability to the non-defaulting Underwriter except under Section 11, Section 12 and Section 13 hereof. Nothing in this Section 15 shall oblige the Corporation to sell to any other offering documentof the Underwriters less than all of the Securities or shall relieve any of the Underwriters in default hereunder from liability to the Corporation.
(4) Subject to the foregoing, the Underwriters shall have the right, but not the obligation, to sell to the Agents, any Common Shares Securities pursuant to the Inter-Dealer Agreement, and subject to the terms and conditions set out therein.
(5) Any Common Shares Securities that are sold by the Agents pursuant to the Agency Agreement will reduce the obligation of the Underwriters to purchase the Common Shares Securities hereunder by an equal amount.
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Liability of Underwriters. (1) The obligation of the Underwriters to purchase the Common Shares in connection with the Offering at the Time of Closing on the Closing Date shall be several and not joint or joint and several and shall be as to the following percentages of the Common Shares to be purchased at that time: BMO Nxxxxxx Bxxxx Xxxxxxx Xxxxx Inc. 60 55 % Wellington West Capital Markets Inc. 20 35 % Canaccord Macquarie Capital Corporation 10 % GMP Securities L.P. Markets Canada Ltd. 10 % 100 %
(2) In the event that one or more Underwriters shall fail to purchase the applicable percentage of Common Shares (the “Defaulted Securities”) at the Time of Closing, and such failure shall constitute a default by such one or more of them of the performance of its or their obligations hereunder, the non-defaulting Underwriters shall have the right, within 36 hours thereafter, to make arrangements for one or more of the non-defaulting Underwriters, or any other underwriters, to purchase all, but not less than all, of the Defaulted Securities, in such amounts as may be agreed upon by the non-defaulting Underwriters and upon the terms set forth herein. If, however, the Underwriters shall have not completed such arrangements with such 36 hour period, then:
(a) if the number of Defaulted Securities does not exceed 10% of the number of Common Shares to be purchased hereunder, the non-defaulting Underwriters shall be obligated, each severally, and not jointly, nor jointly and severally, to purchase all of the Defaulted Securities in the proportions that their respective underwriting obligations hereunder bear to the underwriting obligation of all non-defaulting Underwriters, or
(b) if the number of Defaulted Securities exceeds 10% of the number of Common Shares to be purchased on such date, any non-defaulting Underwriter shall be entitled to terminate its obligation to purchase the Common Shares agreed to be purchased by it as set forth in Section 16(1) and shall be relieved of its obligations under this Agreement. No action taken pursuant to this Section 16 shall relieve any defaulting Underwriter from liability in respect of its default to the Corporation or to any non-defaulting Underwriter.
(3) In the event of any such default which does not result in a termination of this Agreement, either the Underwriters or the Corporation shall have the right to postpone the Closing Date for a period not exceeding seven (7) calendar days in order to effect any required changes to the Final Prospectus or any other offering document.
(4) Subject to the foregoing, the Underwriters shall have the right, but not the obligation, to sell to the Agents, any Common Shares pursuant to the Inter-Dealer Agreement, and subject to the terms and conditions set out therein.
(5) Any Common Shares that are sold by the Agents pursuant to the Agency Agreement will reduce the obligation of the Underwriters to purchase the Common Shares hereunder by an equal amount.
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Liability of Underwriters. (1) The obligation of the Underwriters to purchase the Common Shares in connection with the Offering at the Time of Closing on the Closing Date shall be several and not joint or joint and several and shall be as to the following percentages of the Common Shares to be purchased at that time: Orion Securities Inc. 30% BMO Nxxxxxx Bxxxx Xxxxxxx Xxxxx Inc. 60 % Wellington West Capital Markets Inc. 20 30% Canaccord Capital Corporation 10 15% GMP National Bank Financial Inc. 10% RBC Dominion Securities L.P. 10 Inc. 10% 100 Westwind Partners Inc. 5%
(2) In Neither Underwriter shall be obligated to take up and pay for any of the event that Common Shares unless the other Underwriter simultaneously takes up and pays for the percentage of the Common Shares set out above opposite its name.
(3) If one or more of the Underwriters shall fail fails to purchase the its applicable percentage of the aggregate amount of the Common Shares (the “Defaulted Securities”) at the Time of ClosingClosing Time, and such failure for any reason, the other Underwriter shall constitute a default by such one or more of them of the performance be relieved of its or their obligations hereunder, the non-defaulting Underwriters hereunder provided that such other Underwriter shall have the right, within 36 hours thereafterbut shall not be obligated, to make arrangements for one or more of the non-defaulting Underwriterspurchase, or any other underwriters, to purchase all, all but not less than all, of the Defaulted Securities, in such amounts as may be agreed upon Common Shares which would otherwise have been purchased by the non-defaulting Underwriters and upon the terms set forth hereinwhich failed to purchase. If, however, with respect to the Underwriters shall have not completed such arrangements with such 36 hour period, then:
(a) if the number of Defaulted Securities does not exceed 10% of the number of Common Shares to be purchased hereunderShares, the non-defaulting Underwriters shall be obligated, each severally, and Underwriter elects not jointly, nor jointly and severally, to exercise such right so as to assume the entire obligation of the defaulting Underwriter (the Common Shares in respect of which the defaulting Underwriter fails to purchase all of and the Defaulted Securities in the proportions that their respective underwriting obligations hereunder bear to the underwriting obligation of all non-defaulting Underwriters, or
(b) if the number of Defaulted Securities exceeds 10% of the number of Common Shares to be purchased on such date, any non-defaulting Underwriter shall be entitled to terminate its obligation to purchase the Common Shares agreed to be purchased by it as set forth in Section 16(1) and shall be relieved of its obligations under this Agreement. No action taken pursuant to this Section 16 shall relieve any defaulting Underwriter from liability in respect of its default to the Corporation or to any non-defaulting Underwriter.
(3) In the event of any such default which does not result in a termination of this Agreementelect to purchase, either being hereinafter called the Underwriters or "Default Shares"), then the Corporation shall have the right to postpone either (i) proceed with the sale of the Common Shares (less the Default Shares) to the non-defaulting Underwriter in which case the Closing Date may be postponed for a period not exceeding seven (7) calendar days in order to effect any required changes 72 hours by notice to the Final Prospectus Corporation or (ii) terminate its obligations hereunder without liability to the non-defaulting Underwriter except under Section 11, Section 12 and Section 13 hereof. Nothing in this Section 15 shall oblige the Corporation to sell to any other offering documentof the Underwriters less than all of the Common Shares or shall relieve any of the Underwriters in default hereunder from liability to the Corporation.
(4) Subject to the foregoing, the Underwriters shall have the right, but not the obligation, to sell to the Agents, any Common Shares pursuant to the Inter-Dealer Agreement, and subject to the terms and conditions set out therein.
(5) Any Common Shares that are sold by the Agents pursuant to the Agency Agreement will reduce the obligation of the Underwriters to purchase the Common Shares hereunder by an equal amount.
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Liability of Underwriters. (1) The obligation of the Underwriters to purchase the Common Shares in connection with the Offering at the Time of Closing on the Closing Date shall be several and not joint or joint and several and shall be as to the following percentages of the Common Shares to be purchased at that time: BMO Nxxxxxx Bxxxx Xxxxxxx Xxxxx Inc. 60 32.5 % Wellington West Capital Markets Orion Securities Inc. 20 32.5 % Canaccord Capital Corporation 10 % GMP National Bank Financial Inc. 10 % RBC Dominion Securities L.P. Inc. 10 % Westwind Partners Inc. 5 % 100 %
(2) In the event that one or more Underwriters shall fail to purchase the applicable percentage of Common Shares (the “Defaulted Securities”) at the Time of Closing, and such failure shall constitute a default by such one or more of them of the performance of its or their obligations hereunder, the non-defaulting Underwriters shall have the right, within 36 hours thereafter, to make arrangements for one or more of the non-defaulting Underwriters, or any other underwriters, to purchase all, but not less than all, of the Defaulted Securities, in such amounts as may be agreed upon by the non-defaulting Underwriters and upon the terms set forth herein. If, however, the Underwriters shall have not completed such arrangements with such 36 hour period, then:
(a) if the number of Defaulted Securities does not exceed 10% of the number of Common Shares to be purchased hereunder, the non-defaulting Underwriters shall be obligated, each severally, and not jointly, nor jointly and severally, to purchase all of the Defaulted Securities in the proportions that their respective underwriting obligations hereunder bear to the underwriting obligation of all non-defaulting Underwriters, or
(b) if the number of Defaulted Securities exceeds 10% of the number of Common Shares to be purchased on such date, any non-defaulting Underwriter shall be entitled to terminate its obligation to purchase the Common Shares agreed to be purchased by it as set forth in Section 16(115(1) and shall be relieved of its obligations under this Agreement. No action taken pursuant to this Section 16 15 shall relieve any defaulting Underwriter from liability in respect of its default to the Corporation or to any non-defaulting Underwriter.
(3) In the event of any such default which does not result in a termination of this Agreement, either the Underwriters or the Corporation shall have the right to postpone the Closing Date for a period not exceeding seven (7) calendar days in order to effect any required changes to the Final Prospectus or any other offering document.
(4) Subject to the foregoing, the Underwriters shall have the right, but not the obligation, to sell to the Agents, any Common Shares pursuant to the Inter-Dealer Agreement, and subject to the terms and conditions set out therein.
(5) Any Common Shares that are sold by the Agents pursuant to the Agency Agreement will reduce the obligation of the Underwriters to purchase the Common Shares hereunder by an equal amount.
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