Common use of Restrictions on Further Issues or Sales Clause in Contracts

Restrictions on Further Issues or Sales. During the period commencing on September 23, 2018 and ending 90 days following the Closing Date, the Company will not, directly or indirectly, without the prior written consent of Beacon (such consent not to be unreasonably withheld or delayed), issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, or agree to or announce any intention to issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, any Common Shares or any securities convertible into or exchangeable or exercisable for Common Shares, other than issuances: (i) of the Initial Shares and Additional Shares pursuant to this Agreement; (ii) under existing director or employee stock options, bonus or purchase plans or similar share compensation arrangements as detailed in the Company’s most recently-filed management discussion and analysis; (iii) under director or employee stock options or bonuses granted subsequently in accordance with regulatory approval and in a manner consistent with the Company’s past practice; (iv) upon the exercise of convertible securities, warrants or options outstanding prior to September 23, 2018; or (v) pursuant to previously scheduled property payments and/or other corporate acquisitions.

Appears in 2 contracts

Samples: Underwriting Agreement (Village Farms International, Inc.), Underwriting Agreement (Village Farms International, Inc.)

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Restrictions on Further Issues or Sales. During the period commencing on September 23, 2018 the date hereof and ending 90 days following the Closing Date, the Company will not, directly or indirectly, without the prior written consent of Beacon (such consent not to be unreasonably withheld or delayed), issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, or agree to or announce any intention to issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, any additional Common Shares of the Company or any securities convertible into or exchangeable or exercisable for Common Shares, other than issuances: (i) pursuant to the exercise of the Initial Shares and Additional Shares pursuant to this AgreementOver-Allotment Option; (ii) under existing director or employee stock options, RSUs, bonus or purchase plans or similar share compensation arrangements as detailed in the Company’s most recently-filed management discussion and analysis; (iii) under director or employee stock options options, RSUs, purchased plans or similar compensation arrangements or bonuses granted subsequently in accordance with regulatory approval and in a manner consistent with the Company’s past practice; (iv) upon the exercise of convertible securities, warrants or options outstanding prior to September 23, 2018the date of the Bid Letter; or (viv) pursuant to previously scheduled property payments and/or payments; or (vi) pursuant to other corporate acquisitions.

Appears in 1 contract

Samples: Underwriting Agreement

Restrictions on Further Issues or Sales. During the period commencing on September 23December 3, 2018 2017 and ending 90 days following the Closing Date, the Company will not, directly or indirectly, without the prior written consent of Beacon (such consent not to be unreasonably withheld or delayed), issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, or agree to or announce any intention to issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, any Common Shares or any securities convertible into or exchangeable or exercisable for Common Shares, other than issuances: (i) of the Initial Shares and Additional Offered Shares pursuant to this Agreement; (ii) under existing director or employee stock options, bonus or purchase plans or similar share compensation arrangements as detailed in the Company’s most recently-filed management discussion and analysis; (iii) under director or employee stock options or bonuses granted subsequently in accordance with regulatory approval and in a manner consistent with the Company’s past practice; (iv) upon the exercise of convertible securities, warrants or options outstanding prior to September 23December 3, 20182017; or (v) pursuant to previously scheduled property payments and/or other corporate acquisitions.

Appears in 1 contract

Samples: Underwriting Agreement (Village Farms International, Inc.)

Restrictions on Further Issues or Sales. During the period commencing on September 23, 2018 the date hereof and ending 90 days following the Closing Date, the Company will not, directly or indirectly, without the prior written consent of Beacon the Underwriters (such consent not to be unreasonably withheld or delayed), issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, or agree to or announce any intention to issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, any additional Common Shares of the Company or any securities convertible into or exchangeable or exercisable for Common Shares, other than issuances: (i) pursuant to the exercise of the Initial Shares and Additional Shares pursuant to this AgreementOver-Allotment Option; (ii) under existing director or employee stock options, RSUs, bonus or purchase plans or similar share compensation arrangements as detailed in the Company’s most recently-filed management discussion and analysis; (iii) under director or employee stock options options, RSUs, purchased plans or similar compensation arrangements or bonuses granted subsequently in accordance with regulatory approval and in a manner consistent with the Company’s past practice; (iv) upon the exercise of convertible securities, warrants or options outstanding prior to September 23, 2018the date of the Bid Letter; or (viv) pursuant to previously scheduled property payments and/or payments; or (vi) pursuant to other corporate and/or asset acquisitions.

Appears in 1 contract

Samples: Underwriting Agreement

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Restrictions on Further Issues or Sales. During the period commencing on September 23, 2018 the date of this Agreement and ending 90 ninety (90) days following the Closing Date, the Company will not, directly or indirectly, without the prior written consent of Beacon (such consent not to be unreasonably withheld or delayed), issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, or agree to or announce any intention to issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, any Common Shares or any securities convertible into or exchangeable or exercisable for Common Shares, other than issuances: (i) of the Initial Shares and Additional Shares pursuant to this Agreement; (ii) under existing director or employee stock options, bonus or purchase plans or similar share compensation arrangements as detailed in the Company’s most recently-filed management discussion and analysis; (iii) under director or employee stock options or bonuses granted subsequently in accordance with regulatory approval and in a manner consistent with the Company’s past practice; (iv) upon the exercise of convertible securities, warrants or options outstanding prior to September 23, 2018the date of this Agreement; or (v) pursuant to previously scheduled property payments and/or other corporate acquisitions.

Appears in 1 contract

Samples: Underwriting Agreement (Village Farms International, Inc.)

Restrictions on Further Issues or Sales. During the period commencing on September 23, 2018 the date hereof and ending 90 days following the Closing Date, the Company will not, directly or indirectly, without the prior written consent of Beacon the Underwriters (such consent not to be unreasonably withheld or delayed), issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, or agree to or announce any intention to issue, sell, offer, grant an option or right in respect of, or otherwise dispose of, or enter into any derivative transaction that has the effect of any of the foregoing, any additional Common Shares of the Company or any securities convertible into or exchangeable or exercisable for Common Shares, other than issuances: (i) pursuant to the exercise of the Initial Shares and Additional Shares pursuant to this AgreementOver-Allotment Option; (ii) under existing director or employee stock options, RSUs, bonus or purchase plans or similar share compensation arrangements as detailed in the Company’s most recently-recently filed management discussion and analysis; (iii) under director or employee stock options options, RSUs, purchase plans or similar compensation arrangements or bonuses granted subsequently in accordance with regulatory approval and in a manner consistent with the Company’s past practice; (iv) upon the exercise of convertible securities, warrants or options outstanding prior to September 23, 2018the date of the Bid Letter; or (v) pursuant to previously scheduled property payments and/or other corporate acquisitions.payments; or

Appears in 1 contract

Samples: Underwriting Agreement

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