Common use of Subsequent Changes Clause in Contracts

Subsequent Changes. During the Prospectus Delivery Period, the Company will comply with all requirements imposed upon it by the Securities Act, as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act. If during the Prospectus Delivery Period any event occurs as a result of which the Prospectus as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such Prospectus Delivery Period it is necessary to amend or supplement the Registration Statement or Prospectus to comply with the Securities Act, the Company will promptly notify Ladenburg to suspend the offering of Placement Notes during such period and the Company will promptly amend or supplement the Registration Statement or Prospectus (at the expense of the Company) so as to correct such statement or omission or effect such compliance; provided, however, that the Company may delay the filing of any amendment or supplement, if in the judgment of the Company, it is in the best interest of the Company. If at any time following the issuance of an Issuer Free Writing Prospectus there occurred or occurs an event or development as a result of which such Issuer Free Writing Prospectus conflicted, conflicts or would conflict with the information contained in the Registration Statement or the Prospectus or included, includes or would include an untrue statement of a material fact or omits or would omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company will (i) subject to Section 7(a), promptly amend or supplement such Issuer Free Writing Prospectus to eliminate or correct such conflict, untrue statement or omission and (ii) promptly notify Ladenburg to suspend the offering of Placement Securities until such conflict, untrue statement or omission is eliminated or corrected.

Subsequent Changes. During the Prospectus Delivery Period, the Company will comply with all requirements imposed upon it by the Securities Act, as from time to time in force, and to file on or before their respective due dates all reports and any definitive proxy or information statements required to be filed by the Company with the Commission pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange Act. If during the Prospectus Delivery Period any event occurs as a result of which the Prospectus as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such Prospectus Delivery Period it is necessary to amend or supplement the Registration Statement or Prospectus to comply with the Securities Act, the Company will promptly notify Ladenburg to suspend the offering of Placement Notes during such period and the Company will promptly amend or supplement the Registration Statement or Prospectus (at the expense of the Company) so as to correct such statement or omission or effect such compliance; provided, however, that the Company may delay the filing of any amendment or supplement, if in the judgment of the Company, it is in the best interest of the Company. If at any time following the issuance of an Issuer Free Writing Prospectus there occurred or occurs an event or development as a result of which such Issuer Free Writing Prospectus conflicted, conflicts or would conflict with the information contained in the Registration Statement or the Prospectus or included, includes or would include an untrue statement of a material fact or omits or would omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company will (i) subject to Section 7(a), promptly amend or supplement such Issuer Free Writing Prospectus to eliminate or correct such conflict, untrue statement or omission and (ii) promptly notify Ladenburg to suspend the offering of Placement Securities Notes until such conflict, untrue statement or omission is eliminated or corrected.

Subsequent Changes. During Within the Prospectus Delivery Periodtime during which a prospectus relating to the Offered Shares is required to be delivered by the Agents under the U.S. Securities Laws (including in circumstances where such requirement may be satisfied pursuant to Rule 153, Rule 172 or Rule 173(a) under the Act) or the Canadian Securities Laws (disregarding, for such purpose, section 9.2(1) of NI 44-102), the Company will comply in all material respects with all requirements imposed upon it by the Securities ActLaws, as appropriate and as from time to time in force, and to will file or furnish on or before their respective due dates all reports and any definitive proxy or information statements required to be filed or furnished by the Company it with the Commission pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act, if applicable, or any other provision of or under the Exchange ActAct or with any Canadian Qualifying Authority pursuant to the Canadian Securities Laws, as appropriate, and will use its commercially reasonable efforts to cause the Offered Shares to be listed on NASDAQ. If during the Prospectus Delivery Period such period any event occurs as a result of which the Prospectus Prospectuses as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such Prospectus Delivery Period period it is necessary to amend or supplement the Registration Statement or Prospectus the Prospectuses to comply with the Act or the Canadian Securities ActLaws, the Company will promptly notify Ladenburg the Agents to suspend the offering of Placement Notes Offered Shares during such period and, if, in the Company’s determination and at the Company’s sole discretion, it is necessary to file an amendment or supplement to the Registration Statement or the Prospectuses to comply with the Act or the Canadian Securities Laws, the Company will promptly amend prepare and file with the Canadian Qualifying Authorities and the Commission such amendment or supplement the Registration Statement or Prospectus (at the expense of the Company) so as may be necessary to correct such statement or omission or effect such compliance; provided, however, that the Company may delay the filing of any amendment or supplement, if in the judgment of the Company, it is in the best interest of the Company. If at any time following the issuance of an Issuer Free Writing Prospectus there occurred or occurs an event or development as a result of which such Issuer Free Writing Prospectus conflicted, conflicts or would conflict with the information contained in to make the Registration Statement or the Prospectus or includedProspectuses comply with such requirements, includes or would include an untrue statement of a material fact or omits or would omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, and the Company will (i) subject furnish to Section 7(a), promptly amend the Agents such number of copies of such amendment or supplement such Issuer Free Writing Prospectus to eliminate as the Agents may reasonably request. The Company will also timely file with NASDAQ all material documents and notices required by NASDAQ of companies that have or correct such conflict, untrue statement or omission and (ii) promptly notify Ladenburg to suspend the offering of Placement Securities until such conflict, untrue statement or omission is eliminated or correctedwill issue securities that are traded on NASDAQ.

Subsequent Changes. During Within the Prospectus Delivery Periodtime during which a prospectus relating to the Shares is required to be delivered by the Agents under Canadian Securities Laws (disregarding, for such purpose, Section 9.2(1) of NI 44-102), the Company will comply in all material respects with all requirements imposed upon it by the Canadian Securities ActLaws, as appropriate and as from time to time in force, and to will file or furnish on or before their respective due dates all reports and any definitive proxy or information statements filings required to be filed or furnished by the Company it with the Commission Canadian Qualifying Authorities pursuant to Sections 13(a), 13(c), 14, 15(d) or any other provision of or under the Exchange ActCanadian Securities Laws. If during the Prospectus Delivery Period such period any event occurs as a result of which the Prospectus as then amended or supplemented would include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances then existing, not misleading, or if during such Prospectus Delivery Period period it is necessary to amend or supplement the Registration Statement or Prospectus to comply with the Canadian Securities ActLaws, the Company will promptly notify Ladenburg the Agents to suspend the offering of Placement Notes Shares during such period and, if, in the Company’s determination and at the Company’s sole discretion, it is necessary to file an amendment or supplement to the Prospectus to comply with the Canadian Securities Laws, the Company will promptly amend prepare and file with the Canadian Qualifying Authorities such amendment or supplement the Registration Statement or Prospectus (at the expense of the Company) so as may be necessary to correct such statement or omission or effect such compliance; provided, however, that the Company may delay the filing of any amendment or supplement, if in the judgment of the Company, it is in the best interest of the Company. If at any time following the issuance of an Issuer Free Writing Prospectus there occurred or occurs an event or development as a result of which such Issuer Free Writing Prospectus conflicted, conflicts or would conflict with the information contained in the Registration Statement or the Prospectus or included, includes or would include an untrue statement of a material fact or omits or would omit to state a material fact necessary in order to make the statements thereinProspectus comply with such requirements, in the light of the circumstances under which they were made, not misleading, and the Company will (i) subject furnish to Section 7(a), promptly amend the Agents such number of copies of such amendment or supplement such Issuer Free Writing Prospectus to eliminate or correct such conflict, untrue statement or omission and (ii) promptly notify Ladenburg to suspend as the offering of Placement Securities until such conflict, untrue statement or omission is eliminated or correctedAgents may reasonably request.