Qualification in Canada Sample Clauses

Qualification in Canada. In connection with the obligations of PEG Inc. with respect to any qualification of Registrable Shares for public distribution in an Eligible Jurisdiction pursuant to this Agreement, PEG Inc. shall: (a) prepare and file, in each Eligible Jurisdiction in which the distribution is to be effected, as specified in this Agreement, a preliminary and final prospectus, which shall comply as to form in all material respects with the requirements of applicable Canadian Securities Laws, together with any required amendments or supplements thereto as may be required to comply with applicable Canadian Securities Laws and all material incorporated by reference or deemed to be incorporated by reference therein (as applicable), and use its reasonable best efforts to obtain receipts for the preliminary and final prospectus from the Canadian Regulator; (b) furnish to the Holders, without charge, as many copies of the Canadian Prospectus and such other relevant documents as the Holders may reasonably request; provided, however, that any such document’s availability on the System for Electronic Document Analysis and Retrieval database (or any successor thereto) shall satisfy such obligation; and PEG Inc. hereby consents to the use of the Canadian Prospectus by the Holders in connection with the offering and sale of the Registrable Shares covered by such Canadian Prospectus; (c) in the case of an Underwritten Offering, use its reasonable best efforts to furnish or cause to be furnished to the Holders and the underwriters a signed counterpart, addressed to the Holders and the underwriters, of: (i) an opinion of counsel for PEG Inc., dated the date of each closing under the underwriting agreement, reasonably satisfactory to the underwriters and (ii) a “comfort” letter, dated the date of the underwriting agreement and the date of each closing thereunder, signed by the independent public accountants who have certified PEG Inc.’s financial statements included in the Canadian Prospectus, covering substantially the same matters with respect to the Canadian Prospectus and with respect to events subsequent to the date of such financial statements, as are customarily covered in accountants” letters delivered to underwriters in underwritten public offerings of securities, and such other financial matters as the underwriters may reasonably request and are customarily obtained by underwriters in underwritten offerings; provided, that to be an addressee of the comfort letter, the Holders ma...