Listing Statement. Metaversive and BPS will:
(a) cooperate and use their commercial reasonable efforts in:
(i) the preparation of the Listing Statement;
(ii) obtaining all Consents and Authorizations, including orders of any Governmental Authority, the CSE and any third parties as are necessary for the consummation of the Amalgamation; and
(iii) taking all such actions as may be required under or pursuant applicable Laws in connection with the Amalgamation;
(b) each furnish to one another, on a timely basis, all such information as may be required to prepare and submit the Listing Statement to the CSE and complete the other actions required under this Section 4.4, and each hereby covenants that no information so furnished by it in writing in connection with such actions or otherwise in connection with the consummation of the Amalgamation will contain any untrue statement of a material fact or omit to state a material fact required to be stated in order to make any information so furnished, in light of the circumstances in which they were made, not misleading;
(c) each ensure that the information relating to it disclosed in the Listing Statement will not contain any material misrepresentation;
(d) each promptly notify the Other Party if at any time before or after the Effective Time it becomes aware that the Listing Statement contains a misrepresentation or any 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 under which they were made and cooperate in the preparation of a supplement or amendment to the Listing Statement, as the case may be, that corrects any such misstatement or omission;
(e) ensure that the Listing Statement is prepared in compliance with the applicable provisions of the rules of the CSE and Applicable Securities Laws; and
(f) cooperate with each other in connection with the preparation of documentation for submission to the CSE and any other applicable regulatory authorities and keep each other informed of any requests or comments made by regulatory authorities in connection with such documentation.
Listing Statement. As promptly as practical following the execution of this Agreement, and in compliance with Applicable Laws (including Applicable Canadian Securities Laws) and the policies of the CSE:
Listing Statement. Komo and TASK will:
(a) cooperate and use their commercial reasonable efforts in:
(i) the preparation of the Listing Statement;
(ii) obtaining all Consents and Authorizations, including orders of any Governmental Authority, the CSE and any third parties as are necessary for the consummation of the Amalgamation; and
(iii) taking all such actions as may be required under or pursuant applicable Laws in connection with the Amalgamation;
(b) each furnish to one another, on a timely basis, all such information as may be required to prepare and submit the Listing Statement to the CSE and complete the other actions required under this Section 4.4, and each hereby covenants that no information so furnished by it in writing in connection with such actions or otherwise in connection with the consummation of the Amalgamation will contain any untrue statement of a material fact or omit to state a material fact required to be stated in order to make any information so furnished, in light of the circumstances in which they were made, not misleading;
(c) each ensure that the information relating to it disclosed in the Listing Statement will not contain any material misrepresentation;
(d) each promptly notify the Other Party if at any time before or after the Effective Time it becomes aware that the Listing Statement contains a misrepresentation or any 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 under which they were made and cooperate in the preparation of a supplement or amendment to the Listing Statement, as the case may be, that corrects any such misstatement or omission;
(e) ensure that the Listing Statement is prepared in compliance with the applicable provisions of the rules of the CSE and Applicable Securities Laws; and
(f) cooperate with each other in connection with the preparation of documentation for submission to the CSE and any other applicable regulatory authorities and keep each other informed of any requests or comments made by regulatory authorities in connection with such documentation.
Listing Statement. Cannus shall prepare the Listing Statement and CIVC shall use all commercially reasonable efforts to assist Cannus in connection with the preparation of the Listing Statement, and Cannus prepare as promptly as possible any other documents required by applicable Law 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 Cannus (including financial statements) prescribed under applicable Canadian Securities Laws and described in the form of prospectus that Cannus would be eligible to use, for inclusion in the Listing Statement.
Listing Statement. The description of the Corporation to be contained in the listing statement of the Acqurior prepared in accordance with the regulations of the CSE in connection with the listing of the Resulting Issuer Shares shall not, at the time of filing thereof on SEDAR, fail to be true and correct in any material respect or contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading.
Listing Statement. BetterLife covenants and agrees that until the earlier of the Closing and the date upon which this Agreement is terminated in accordance with Section 13.1 or otherwise, it will:
(a) in a timely and expeditious manner:
(i) prepare, in consultation with Altum, acting reasonably, the Listing Statement, in the form and containing the information required by all Applicable Securities Laws, and not containing any misrepresentation (as defined under Applicable Securities Laws) with respect thereto;
(ii) seek approval of the Listing Statement from the Exchange;
(iii) file the Listing Statement together with any other documents required by Applicable Laws (all of which will be in form and substance satisfactory to Altum, acting reasonably), in all jurisdictions where the Listing Statement is required to be filed; and
(iv) take all such actions as may be required under the CBCA in connection with the Amalgamation; and
(b) in a timely and expeditious manner, prepare (in consultation with Altum acting reasonably) and file any mutually agreed (or as otherwise required by Applicable Laws) amendments or supplements to the Listing Statement (which amendments or supplements will be in a form satisfactory to Altum, acting reasonably).
Listing Statement. The description of Target to be provided by Target for inclusion in the Listing Statement shall not, at the time of filing thereof, fail to be true and correct in any material respect or contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in light of the circumstances under which they are made, not misleading.
Listing Statement. (a) Eurotin shall furnish to Li-Metal all such information concerning Eurotin, as may be reasonably required by Li-Metal in the preparation of the Listing Statement and other documents related thereto, and Eurotin shall ensure that no such information provided by Eurotin for inclusion in the Listing 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 Eurotin not misleading in light of the circumstances in which it is disclosed.
(b) Eurotin shall promptly notify Li-Metal if, at any time before the Closing, the Listing 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 Listing Statement and the parties shall co-operate in the preparation of any amendment or supplement as required or as appropriate. Li-Metal shall, subject to compliance by Eurotin with this Section 3.5(b), and, if required by the CSE or applicable law, file any amendment or supplement to the Listing Statement with the applicable securities regulatory authority and as otherwise required.
Listing Statement. (a) If it is determined by BevCanna in consultation with its legal counsel that a Listing Statement is required to be filed in connection with the Amalgamation, the Parties shall use all commercially reasonable efforts to prepare and complete, in consultation with each other, the Listing Statement together with any other documents required by Applicable Laws in connection with the Amalgamation. The Parties shall use their commercially reasonable efforts to cause the Listing Statement and such other documents, as applicable, to be filed with the CSE no later than January 29, 2021, unless otherwise agreed to by the Parties; provided that each Party delivers to the other Parties all requisite information of such Party, financial or otherwise, and any other requisite materials for inclusion in the Listing Statement no later than January 15, 2021, unless otherwise agreed to by the Parties.
(b) The Parties shall ensure that the Listing Statement complies in material respects with Applicable Laws, does not contain any misrepresentation. BevCanna shall give Naturo and its legal counsel a reasonable opportunity to review and comment on drafts of the Listing Statement and other related documents, and shall give reasonable consideration to any comments made by Naturo and its legal counsel. Naturo and BevCanna shall each provide all necessary information concerning them that is required by Applicable Laws to be included with respect to each of them in the Listing Statement, and shall use their best efforts to ensure that such information does not contain any misrepresentation. Each Party shall promptly notify the other Parties if it becomes aware that the Listing Statement contains a misrepresentation, or otherwise requires an amendment or supplement. The Parties shall co-operate in the preparation of any such amendment or supplement as required or appropriate, and the Parties shall, as required by Applicable Laws, promptly file on SEDAR and, if required by Applicable Laws, file the same with any other Governmental Authority.
Listing Statement. 79North and 12Ex shall use commercially reasonable efforts to jointly prepare the Listing Statement together with any other documents required by applicable Laws in connection with the proposed listing of the 12Ex Shares in connection with the Business Combination, and shall jointly file the final Listing Statement required by applicable Laws as soon as reasonably practicable.
