Trading Instructions. (a) Broker is authorized to begin purchasing Shares as agent for Founding Stockholder or HCMLP as set forth herein pursuant to this Purchase Plan on the later of (i) the day after the Company files an initial preliminary proxy statement (the “Preliminary Proxy Statement”) with the Securities and Exchange Commission relating to a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination (the “Business Combination”), with one or more operating businesses (the “Target”) and (ii) 60 calendar days after termination of the “restricted period” in connection with the Company’s initial public offering under Regulation M (the “Commencement Date”). Broker shall cease purchasing Shares on the Termination Date (as defined below). The period beginning on the Commencement Date and ending on the Termination Date is referred to herein as the “Plan Period”. For the avoidance of doubt, Broker shall not begin purchasing Shares as agent pursuant to this Purchase Plan, until it receives written notification from the Company and Founding Stockholder of the Commencement Date in accordance with Section 5(a) herein. Such notice shall be given to Broker in writing by facsimile at [· ], Attention: [· ], and confirmed by telephone at [· ].
(b) In accordance with Broker’s customary procedures, Broker will deposit Shares purchased hereunder into the Account against payment to Broker of the purchase price therefor and commissions and other fees in respect thereof.
(c) Broker will notify Founding Stockholder of all transactions executed under this Purchase Plan pursuant to customary trade confirmations, which shall be provided within 24 hours of each transaction to Highland Capital Management, L.P., 10000 Xxxx Xxxx, Suite 800, Dallas, TX 75240, Att: General Counsel, by facsimile at 900-000-0000 confirmed by telephone at 900-000-0000, with a copy to J. Xxxxxxxxx at jxxxxxxxxx@xxxxx.xxx
(d) (i) On each day on which the American Stock Exchange (the “Exchange”) is open for trading (each, a “Business Day”), Broker shall use commercially reasonable efforts to purchase, as agent and for the account of Founding Stockholder in compliance with Rule 10b-18(b), the lesser of (x) the maximum number of Shares Founding Stockholder or HCMLP, as the case may be, is permitted to purchase under Rule 10b-18 on such Business Day and (y) the number of Shares to be purchased pursuant to the Share Repurchase Guidelines set forth on Appendix A hereto, provid...
Trading Instructions. Pursuant to the terms and subject to the conditions contained in the Equity Distribution Agreement, the undersigned hereby requests, as a duly appointed Authorized Representative of the Issuer, that the Agent sell Placement Shares, as agent of the Issuer, in accordance with the following trading instructions (if any of the following trading instructions are not applicable, specify “N/A”): Total number of Common Shares outstanding on the date of this Placement Notice (B) Maximum number of Placement Shares to be sold expressed as a percentage of the total number of Common Shares outstanding on the date of this Placement Notice (A ÷ B × 100) Minimum market price per Placement Share to be sold Maximum number of Placement Shares that may be sold on any one Trading Day First permitted Trading Day of trading Last permitted Trading Day of trading Specific dates on which Placement Shares may not be sold: Other trading instructions: Upon receiving this Placement Notice, an Authorized Representative of the Agent will acknowledge receipt hereof by notifying the Designated Representatives of the Issuer via electronic mail. For all purposes hereof, the Agent will be deemed not to have received this Placement Notice unless receipt hereof shall have been so acknowledged by an Authorized Representative of the Agent. This Placement Notice is effective upon receipt by the Agent until the earlier of: (i) the Agent advising the Issuer, by electronic mail addressed and sent to the Designated Representatives of the Issuer, that it declines to accept the terms of sale set forth in this Placement Notice; (ii) the entire amount of the Placement Shares specified herein having been sold and all such sales having settled in accordance with the terms and conditions of the Equity Distribution Agreement;
Trading Instructions. Seller hereby authorizes and directs Broker to effect one or more sales (each, a “Sale”) of up to 1,750,000 Shares on September 1, 2009 and, thereafter, 250,000 Shares on the first day (or as soon thereafter as such Sales can be accomplished in accordance with the terms and provisions of this Trading Plan) of each succeeding calendar month in which the Common Stock is quoted on the OTC Bulletin Board Market (“OTC BB”) at a price of not less than $0.05 per Share (before brokerage commissions or other transaction fees and costs). The total number of Shares that Broker is authorized and directed to sell in any calendar month is limited to 1,750,000 Shares with respect to September 2009 and 250,000 Shares with respect to all other calendar months. Notwithstanding the immediately preceding sentence, in the event that any of the Shares that are authorized and directed to be sold in a calendar month under this Trading Plan are not sold in such calendar month, the subject remaining Shares are authorized and directed to be sold in the next succeeding calendar months until all of such Shares are sold; provided, however, that no Shares may be sold pursuant to this Trading Plan following the Termination Date (as such capitalized term is defined in section 2 of this Trading Plan).
Trading Instructions. Pursuant to the terms and subject to the conditions contained in the Equity Distribution Agreement, the undersigned hereby requests, as a duly appointed Authorized Representative of the Company, that the Agent sell Placement Shares, as agent of the Company, in accordance with the following trading instructions (if any of the following trading instructions are not applicable, specify "N/A"):
Trading Instructions. Promptly after each purchase or sale of Securities by Client, an Authorized Person shall deliver to Custodian Authorized Instructions specifying all information necessary for Custodian to settle such purchase or sale. For the purpose of settling purchases of Securities, Client shall provide Custodian with sufficient immediately available funds for all such transactions by such time and date as conditions in the relevant market dictate.
Trading Instructions. Pursuant to the terms and subject to the conditions contained in the Equity Distribution Agreement, the undersigned hereby requests, as a duly appointed Authorized Representative of the Company, that the Agents sell Placement Shares, as agents of the Company, in accordance with the trading instructions set out in Appendix "A" hereto. Yours very truly, By: Name: Title: Acknowledged this ____ day of _______________, 20____ by the Agents. By: Name: Title: By: Name: Title: Number of Placement Shares to be sold ⬤ Total number of Common Shares outstanding on the date of this Placement Notice ⬤ Maximum number of Placement Shares to be sold expressed as a percentage of the total number of Common Shares outstanding on the date of this Placement Notice (A ÷ B x 100) ⬤% Minimum price per Placement Share to be sold [CDN / US]$⬤ Maximum number of Placement Shares that may be sold on any one Trading Day ⬤ First permitted Trading Day of trading ⬤ Last permitted Trading Day of trading ⬤ Placement Fee [CDN / US]$⬤ Other trading instructions: ⬤ The Authorized Representatives of the Company are as follows: Xxx Xxxxxx Chief Executive Officer xxx@xxxxxxxxxxx.xxx Office: 0.000.000.0000 Ext. 111 Cell: 000.000.0000 Xxxxxx Xxxxxx Chief Financial Officer xxxxxxx@xxxxxxxxxxx.xxx Office: 000-000-0000 Cell: 000-000-0000 The Authorized Representatives of the Agents are as follows: Xxxxx Xxxxxxxxx Managing Director xxxxxxxxxx@xxx.xxx (000) 000 0000 Xxx Xxxxx Managing Director xxxxxx0@xxx.xxx (000) 000 0000 Xxxxxx Xxxxxx Managing Director xxxxxxx@xxx.xxx (000) 000 0000 Xxxxx Xxxxxx Managing Director xxxxxxx@xxx.xxx (000) 000 0000 Xxxx Xxxxxxx Managing Director xxxxxxxx@xxx.xxx (000) 000 0000 I, [name of executive officer], the [title of executive officer] of High Tide Inc. (the "Company"), a company incorporated under the Business Corporations Act (Alberta), do hereby certify in such capacity and not in my personal capacity, on behalf of the Company pursuant to Section 7(m) of the equity distribution agreement between the Company, ATB Capital Markets Inc., and ATB Capital Markets USA Inc. dated August 31, 2023 (the "Equity Distribution Agreement"), and without personal liability, that, to the best of my knowledge:
Trading Instructions. (a) Citi is authorized to begin purchasing Shares as agent for Sponsor pursuant to this Purchase Plan on the later of (i) 10 Business Days (as defined below) after the Company files a Current Report on Form 8-K (the “Signing 8-K”) with the Securities and Exchange Commission announcing its execution of a definitive agreement for a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination (the “Business Combination”) with one or more operating businesses (the “Target”), and (ii) 60 calendar days after termination of the “restricted period” in connection with the Company’s initial public offering under Regulation M (the “Commencement Date”). Citi shall cease purchasing Shares on the Termination Date (as defined below). The period beginning on the Commencement Date and ending on the Termination Date is referred to herein as the “Plan Period”. For the avoidance of doubt, Citi shall not begin purchasing Shares as agent for Sponsor until it receives written notification from the Company and Sponsor of the Commencement Date in accordance with Section 5(a) herein. All notices hereunder shall be given to Citi in writing by facsimile at (000) 000-0000 and (000) 000-0000, Attention: Xxxx Xxxxxxxxxx, and confirmed by telephone at (000) 000-0000.
(b) In accordance with Citi’s customary procedures, Citi will deposit Shares purchased hereunder into the Account against payment to Citi of the purchase price and commissions and other fees in respect thereof.
(c) Citi will notify Sponsor and the Company via email of all transactions executed under this Purchase Plan pursuant to customary trade confirmations, which shall be provided no later than 72 hours after execution of each transaction as follows: if to Sponsor, to Xxxxxx X. Xxxxxxx at ________________; and if to the Company to Xxxxxx X. Xxxxxxxxx at ______________ and, in each case, with a copy to Xxxxxx X. Xxxxxxxx at __________________.
(d) (i) On each day on which the American Stock Exchange (the “Exchange”) is open for trading (each, a “Business Day”), Citi shall use commercially reasonable efforts to purchase, as agent and for the account of Sponsor in compliance with Rule 10b-18, the lesser of (x) the maximum number of Shares Sponsor is permitted to purchase under Rule 10b-18 on such Business Day and (y) the number of Shares to be purchased pursuant to the Share Repurchase Guidelines set forth on Appendix A hereto, provided, however, that to the extent such pu...
Trading Instructions. (a) Broker is authorized to begin purchasing Shares as sole agent for the Purchaser pursuant to this Purchase Plan on the date hereof (the “Commencement Date”). Broker shall cease purchasing Shares on the Termination Date (as defined below). The period beginning on the Commencement Date and ending on the Termination Date is referred to herein as the “Plan Period”.
(b) In accordance with Broker’s customary procedures, Broker will deposit Shares purchased hereunder into the Purchaser’s Account against payment to Broker of the purchase price and commissions and other fees in respect thereof.
(c) Broker will notify the Purchaser (copying the other persons required to receive copies of all notices pursuant to Section 8(d)) via email of all transactions executed under this Purchase Plan on any calendar day that one or more purchases are made pursuant to this Purchase Plan pursuant to customary trade confirmations, supplemented as necessary to include the high and low price per Share and weighted-average purchase price per Share as to each and every set of such transactions that occur within a one dollar price range for that calendar day (such that if any purchases are made in excess of a one dollar price range, such information shall be presented for each separate set of purchases within a one dollar price range, e.g., if purchases are from $0.50 to $1.75 during one calendar day, then the information shall be separately provided for purchases from $0.50 to $1.49 and from $1.50 to $1.75, or alternatively from $0.50 to $0.75 and from $0.76 to $1.75), which shall be provided no later than the close of regular business hours on each date that an order is submitted to make a purchase pursuant to this Purchase Plan.
(d) (i) On each day of the Plan Period on which the Shares are traded on the Nasdaq Global Select Market, the NASDAQ Global Market, the Nasdaq Capital Market, the OTC Bulletin Board or such other inter-dealer electronic quotation or trading market through which the Shares are publicly traded (each, a “Business Day”), Broker shall use commercially reasonable efforts to purchase in the open market or through privately negotiated transactions, as sole agent and for the account of the Purchaser in compliance with Rule 10b-18, the lesser of (x) the maximum number of Shares the Purchaser is permitted to purchase under Rule 10b-18 on such Business Day and (y) the number of Shares to be purchased pursuant to the Share Purchase Guidelines set forth on Appendix A he...
Trading Instructions. Until such time as the Custodian receives a Notice of Sole Control from the Secured Party, but at no time thereafter unless the Secured Party has provided written notice to the Custodian of revocation of such Notice of Sole Control, the Debtor may direct the Custodian with respect to substitution and disposition of Financial Assets held in the Securities Account and otherwise provide instructions and entitlement orders to the Custodian with respect to Financial Assets in the Securities Account.
Trading Instructions. Until such time as the Custodian receives a Notice of Sole Control from the Secured Party, but at no time thereafter unless the Secured Party has provided written notice to the Custodian of revocation of such Notice of Sole Control, the Debtor may direct the Custodian with respect to substitution and disposition of Financial Assets held in the Securities Account and otherwise provide instructions and entitlement orders to the Custodian with respect to Financial Assets in the Securities Account; provided, however, that the Custodian shall not act in accordance with any such directions, instructions or entitlement orders to the extent that doing so would cause the outstanding principal balance of the Loans under the Loan Agreement to exceed the Available Facility (as defined in the Loan Agreement).
