Underwriters’ Representations, Warranties and Covenants Sample Clauses

Underwriters’ Representations, Warranties and Covenants. The Underwriters hereby severally represent and warrant to, and covenant with the Corporation that they are duly qualified and registered to carry on business as securities dealers in each of the Qualifying Provinces where the sale of the Special Warrants requires such qualification and/or registration in a manner that permits the sale of the Special Warrants on a basis described in subsection 2(a). Each of the Underwriters hereby severally (on its own behalf and not on behalf of any other Underwriters) represents and warrants to, and covenants with, the Corporation that:
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Underwriters’ Representations, Warranties and Covenants. The Underwriters hereby severally represent and warrant to and covenant with the Corporation that at least one of the Underwriters is duly qualified and registered to carry on business as a securities dealer in each of the Selling Jurisdictions where the sale of the Offered Shares requires such qualification and/or registration in a manner that permits the sale of the Offered Shares on a basis described in subsection 2(a). The Underwriters further agree that each of the Underwriters that is not registered as a broker-dealer under Section 15 of the U.S. Exchange Act will not offer or sell any Offered Shares in, or to persons who are nationals or residents of, the United States other than through one of its United States registered broker-dealer affiliates or otherwise in compliance with Rule 15a-6 under the U.S. Exchange Act. Each of the Underwriters hereby severally (on its own behalf and not on behalf of any other Underwriters) represents and warrants to, and covenants with, the Corporation that:
Underwriters’ Representations, Warranties and Covenants. (1) Each Underwriter hereby severally, and not jointly, nor jointly and severally, represents and warrants to the Corporation, the following:
Underwriters’ Representations, Warranties and Covenants. The Underwriter hereby on its own behalf and on behalf of any Sub-Dealers, represents and warrants to, and covenants with the Corporation that it is duly qualified and registered to carry on business as a securities dealer in each of the Qualifying Jurisdictions where the sale of the Units requires such qualification and/or registration. The Underwriter hereby covenants with the Corporation that the Underwriter shall conduct its activities in compliance with all Applicable Securities Laws, rules and policies of the TSXV and the securities laws of other jurisdictions applicable to the Offering and shall offer the Units and conduct its activities in such manner that pursuant to Applicable Securities Laws and the securities laws of any other jurisdiction applicable to the offer and sale of Units under this Offering, no prospectus or similar document need be delivered or filed, other than any prescribed reports of the issue and sale of the Units. The Underwriter further covenants and agrees to hold all non-public information concerning the Corporation (“Confidential Information”) obtained in the strictest of confidence and not to disclose such Confidential Information to any other party (except where disclosure is required by law including in order to complete the Offering) and not to use such Confidential Information for any purpose other than in connection with this Offering. The Underwriter agrees that it shall take the necessary steps to ensure that all Confidential Information is strictly controlled with access limited to those employees, agents and advisors who need to know such Confidential Information in connection with the performance by the Underwriter of its duties under this Agreement and who understand the confidential nature of such Confidential Information. In the event that the Offering shall not be completed for any reason whatsoever, the Underwriter agrees to return to the Corporation all copies of Confidential Information and to retain no copies thereof (electronic or otherwise) or alternatively to certify to the Corporation that is has destroyed all Confidential Information and remains bound by this covenant which shall survive the completion of the Offering or the termination of this Agreement. The Underwriter agrees to obtain from each Substituted Purchaser an executed Subscription Agreement and deliver such Subscription Agreements to the Corporation. In addition, the Underwriter agrees to obtain from each Substituted Purchaser such forms...
Underwriters’ Representations, Warranties and Covenants. The Underwriter represents and warrants to and agrees with the Company that:
Underwriters’ Representations, Warranties and Covenants. Each Underwriter hereby severally (on its own behalf and not on behalf of any other Underwriter) represents and warrants to, and covenants with the Company that it is duly qualified and registered to carry on business as a securities dealer in each of the jurisdictions where the sale of the Special Warrants requires such qualification and/or registration in a manner that permits the sale of the Special Warrants on a basis described in paragraph 5(a). Notwithstanding any other provision in this Agreement, the representations, warranties and covenants of the Underwriters made in this Agreement are limited to the Special Warrants issued and sold pursuant to the Offering and do not extend to the Special Warrants issued or sold by the Company pursuant to the Concurrent Private Placement. Each of the Underwriters hereby severally (on its own behalf and not on behalf of any other Underwriters) represents and warrants to, and covenants with, the Company that:

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