Common use of No Offering Memorandum Clause in Contracts

No Offering Memorandum. Neither the Corporation nor the Agent shall (i) provide to prospective purchasers an offering memorandum within the meaning of Canadian Securities Laws; or (ii) cause the sale of the Offered Securities to be advertised in printed public media of general and regular paid circulation, radio, television or telecommunications, including electronic display and the internet. The Corporation represents and warrants that the documents made available to the Agent for distribution to prospective purchasers in connection with the offering and sale of the Offered Securities are the Subscription Agreement, the term sheet and publicly filed documents and such documents do not constitute an offering memorandum under Canadian Securities Laws. The Agent represents and warrants that it shall only distribute to prospective purchasers the Subscription Agreement, the term sheet and publicly filed documents. The Agent further represents and warrants that it shall offer for sale and sell the Offered Securities only in those jurisdictions contemplated in subsection 1(a) and not elsewhere, without the express consent of the Corporation.

Appears in 2 contracts

Samples: Agency Agreement (Geoglobal Resources Inc), Agency Agreement (Amg Oil LTD)

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No Offering Memorandum. Neither the Corporation nor the Agent shall (i) provide to prospective purchasers an offering memorandum within the meaning of the Canadian Securities Laws; or (ii) cause the sale of the Offered Securities Units to be advertised in printed public media of general and regular paid circulation, radio, television or telecommunications, including electronic display and the internetInternet. The Corporation represents and warrants that the documents made available to the Agent for distribution to prospective purchasers in connection with the offering and sale of the Offered Securities Units are the Subscription Agreement, the term sheet and publicly filed documents and such documents do not constitute an offering memorandum under Canadian Securities Laws. The Agent represents and warrants that it shall only distribute to prospective purchasers the Subscription Agreement, the term sheet and publicly filed documentsdocuments made available to it by the Corporation. The Agent further represents and warrants that it shall offer for sale and sell the Offered Securities Units only in those jurisdictions contemplated in subsection 1(a) hereof and not elsewhere, elsewhere without the express consent of the Corporation.

Appears in 1 contract

Samples: Agency Agreement (Aspen Group Resources Corp)

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No Offering Memorandum. Neither the Corporation nor the Agent Agents shall (i) provide to prospective purchasers an offering memorandum within the meaning of Canadian Securities Laws; or (ii) cause the sale of the Offered Securities to be advertised in printed public media of general and regular paid circulation, radio, television or telecommunications, including electronic display and the internet. The Corporation represents and warrants that the documents made available to the Agent Agents for distribution to prospective purchasers in connection with the offering and sale of the Offered Securities Offering are the Subscription Agreement, the term sheet and publicly filed documents the Corporation’s Information Record and such documents do not constitute an offering memorandum under Canadian Securities Laws. The Agent represents Agents represent and warrants warrant that it they shall only distribute to prospective purchasers the Subscription Agreement, the term sheet and publicly filed documentsany documents from the Corporation’s Information Record. The Agent Agents further represents represent and warrants warrant that it they shall offer for sale and sell the Offered Securities only in those jurisdictions contemplated in subsection 1(a) and not elsewhere, without the express consent of the Corporation.

Appears in 1 contract

Samples: Agency Agreement (Geoglobal Resources Inc.)

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