Common use of U.S. Securities Law Matters Clause in Contracts

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any person in whose name the Common Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration Statement. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the Registration Statement continuously effective and ensure that the prospectus contained therein is available, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Warrants for sale in the United States, at the earliest practicable moment. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered public accounting firm of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2) A Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to be effective for a period of time but then becomes effective under the U.S. Securities Act, or if a new Registration Statement is filed and becomes effective under the U.S. Securities Act, the Corporation will notify the Warrant Agent as soon as practicable that such Registration Statement has become effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the Registration Statement remains effective, and that the prospectus contained therein is available, until otherwise notified in writing by the Corporation that the Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement or the availability of the prospectus.

U.S. Securities Law Matters. (1a) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any person in whose name the Common Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration Statement. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable best efforts to (i) keep the Registration Statement continuously effective and ensure that the prospectus contained therein is available, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any for the offer and sale of the Warrants for sale in Common Shares issuable upon exercise of the United StatesWarrants, at the earliest practicable moment. All expenses incidental to the Corporation’s 's performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered public accounting firm of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2b) A Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to be effective for a period of time but then becomes effective under the U.S. Securities Act, or if a new Registration Statement is filed and becomes effective under the U.S. Securities Act, the Corporation will notify the Warrant Agent as soon as practicable that such Registration Statement has become effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. ThereafterAs of the Effective Date, the Warrant Agent may assume that the Registration Statement remains effective, and that the prospectus contained therein is available, until otherwise notified in writing by the Corporation that the Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement or the availability of the prospectus.

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any U.S. Person or person in the United States in whose name the Common Warrant Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration StatementStatement that has been declared effective on or prior to the date hereof. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the such Registration Statement continuously effective and ensure that the prospectus contained therein is availableeffective, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Warrants for sale in the United States, at the earliest practicable moment. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered certified public accounting firm accountants of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2) A Notwithstanding any provision of this Indenture to the contrary, unless a Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to shall be effective for a period of time but then becomes effective under the U.S. Securities Act, or if a new Registration Statement is and any prospectus supplement necessary thereto shall have been filed with the SEC, the Warrants may only be exercised by persons who establish to the reasonable satisfaction of the Corporation and becomes the Warrant Agent (which may include providing an opinion of counsel of recognized standing satisfactory to the Corporation) that the issuance of the Common Shares pursuant to the exercise of the Warrants can be completed pursuant to and in accordance with (i) Rule 903 of Regulation S ; (ii) an effective registration statement under the U.S. Securities Act; or (iii) an exemption from the registration requirements of the U.S. Securities Act and all applicable state securities laws. (3) If any person shall fail to establish to the satisfaction of the Corporation or Warrant Agent the conditions described in Section 3.11(2), the holder of the applicable Warrant shall be notified by the Warrant Agent within three Business Days that the evidence provided has been deemed insufficient to permit the exercise of such Warrant and providing a description of the nature of such deficiency. In the case where the Corporation is not satisfied with the provided evidence, it shall furnish to the Warrant Agent either (i) the form of proper notice to be delivered to establish the required evidence or (ii) a description of the deficiency. Until such time as the Corporation or Warrant Agent, as the case may be, acting reasonably, is satisfied with the evidence provided, the holder of the Warrant shall not be permitted to exercise the Warrant. (4) The Corporation will notify the Warrant Agent as soon as practicable that such when the Registration Statement has become becomes effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the Registration Statement remains effective, and that the prospectus contained therein is available, effective until otherwise notified in writing by the Corporation that the Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement or the availability of the prospectusStatement.

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any U.S. Person or person in the United States in whose name the Common Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration StatementStatement that has been declared effective on or prior to the date hereof. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the such Registration Statement continuously effective and ensure that the prospectus contained therein is availableeffective, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Warrants for sale in the United States, at the earliest practicable moment. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered certified public accounting firm accountants of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2) A Notwithstanding any provision of this Indenture to the contrary, unless a Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to shall be effective for a period of time but then becomes effective under the U.S. Securities Act, or if a new Registration Statement is and any prospectus supplement necessary thereto shall have been filed with the SEC, the Warrants may only be exercised by persons who establish to the reasonable satisfaction of the Corporation and becomes effective the Warrant Agent (which may include providing an opinion of counsel of recognized standing satisfactory to the Corporation) that the issuance of the Common Shares pursuant to the exercise of the Warrants can be completed pursuant to and in accordance with (i) Rule 903 of Regulation S under the U.S. Securities Act; (ii) an effective registration statement under the U.S. Securities Act; or (iii) an exemption from the registration requirements of the U.S. Securities Act and all applicable state securities laws. (3) If any person shall fail to establish to the satisfaction of the Corporation or Warrant Agent the conditions described in Section 3.11(2), the holder of the applicable Warrant shall be notified by the Warrant Agent within three Business Days that the evidence provided has been deemed insufficient to permit the exercise of such Warrant and providing a description of the nature of such deficiency. In the case where the Corporation is not satisfied with the provided evidence, it shall furnish to the Warrant Agent either (i) the form of proper notice to be delivered to establish the required evidence or (ii) a description of the deficiency. Until such time as the Corporation or Warrant Agent, as the case may be, acting reasonably, is satisfied with the evidence provided, the holder of the Warrant shall not be permitted to exercise the Warrant. (4) The Corporation will notify the Warrant Agent as soon as practicable that such when the Registration Statement has become becomes effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the Registration Statement remains effective, and that the prospectus contained therein is available, effective until otherwise notified in writing by the Corporation that the Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement or the availability of the prospectusStatement.

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any person in whose name the Common Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the a Registration Statement. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the a Registration Statement continuously effective and ensure that the prospectus contained therein is availableeffective, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the a Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Warrants for sale in under the United StatesU.S. Securities Act, at the earliest practicable moment. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered certified public accounting firm accountants of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2) A Notwithstanding any provision of this Indenture to the contrary, unless a Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to shall be effective for a period of time but then becomes effective under the U.S. Securities Act, any prospectus supplement necessary thereto shall have been filed with the SEC and state securities laws are preempted, the Warrants may only be exercised by persons who establish to the reasonable satisfaction of the Corporation and the Warrant Agent (which may include providing an opinion of counsel of recognized standing satisfactory to the Corporation) that the issuance of the Common Shares pursuant to the exercise of the Warrants can be completed pursuant to and in accordance with an exemption or if exclusion from the registration requirements of the U.S. Securities Act and all applicable state securities laws. (3) If any person shall fail to establish to the satisfaction of the Corporation or Warrant Agent the conditions described in Section 3.11(2), the holder of the applicable Warrant shall be notified by the Warrant Agent within two Business Days that the evidence provided has been deemed insufficient to permit the exercise of such Warrant and providing a new description of the nature of such deficiency. In the case where the Corporation is not satisfied with the provided evidence, it shall furnish to the Warrant Agent either (i) the form of proper notice to be delivered to establish the required evidence or (ii) a description of the deficiency. Until such time as the Corporation or Warrant Agent, as the case may be, acting reasonably, is satisfied with the evidence provided, the holder of the Warrant shall not be permitted to exercise the Warrant. (4) The Corporation will notify the Warrant Agent when a Registration Statement is filed and becomes effective under the U.S. Securities ActAct and, except in the Corporation will notify the Warrant Agent as soon as practicable that such case of a Registration Statement has become becoming effective under the U.S. Securities Acton or prior to Effective Date, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the a Registration Statement remains effective, and that the prospectus contained therein is available, effective until otherwise notified in writing by the Corporation that the such Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the a Registration Statement or the availability of the prospectusStatement.

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any U.S. Person or person in the United States in whose name the Common Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration StatementStatement that has been declared effective on or prior to the date hereof. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the such Registration Statement continuously effective and ensure that the prospectus contained therein is availableeffective, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Warrants for sale in the United States, at the earliest practicable moment. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered certified public accounting firm accountants of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2) A Registration Statement is currently effective Notwithstanding any provision of this Indenture to the contrary, the Warrants may only be exercised by persons in the United States who establish to the reasonable satisfaction of the Corporation and the Warrant Agent (which may include providing an opinion of counsel of recognized standing satisfactory to the Corporation) that the issuance of the Common Shares pursuant to the exercise of the Warrants can be completed pursuant to and in accordance with all applicable state securities or “blue sky” laws including but not limited to evidence that the holder qualifies as an “institutional investor” under the U.S. Securities Actstate securities laws and regulations of their state of domicile. (3) If any person shall fail to establish to the satisfaction of the Corporation or Warrant Agent the conditions described in Section 3.11(2), the holder of the applicable Warrant shall be notified by the Warrant Agent within three Business Days that the evidence provided has been deemed insufficient to permit the exercise of such Warrant and providing a description of the nature of such deficiency. If In the Registration Statement ceases case where the Corporation is not satisfied with the provided evidence, it shall furnish to the Warrant Agent either (i) the form of proper notice to be effective for delivered to establish the required evidence or (ii) a period description of the deficiency. Until such time but then becomes effective under as the U.S. Securities ActCorporation or Warrant Agent, or if a new Registration Statement as the case may be, acting reasonably, is filed and becomes effective under satisfied with the U.S. Securities Actevidence provided, the holder of the Warrant shall not be permitted to exercise the Warrant. (4) The Corporation will notify the Warrant Agent as soon as practicable that such when the Registration Statement has become becomes effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the Registration Statement remains effective, and that the prospectus contained therein is available, effective until otherwise notified in writing by the Corporation that the Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement or the availability of the prospectusStatement.

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any person in whose name the Common Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration Statement. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the Registration Statement continuously effective and ensure that the prospectus contained therein is available, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Warrants for sale in the United States, at the earliest practicable moment. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered certified public accounting firm accountants of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2) A Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to be effective for a period of time but then becomes effective under the U.S. Securities Act, or if a new Registration Statement is filed and becomes effective under the U.S. Securities Act, the The Corporation will notify the Warrant Agent as soon as practicable that such when a Registration Statement has become becomes effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the Registration Statement remains effective, and that the prospectus contained therein is available, until otherwise notified in writing by the Corporation that the Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement or the availability of the prospectus. (3) The Warrants have not been qualified under any applicable securities laws of any state of the United States and may not be exercised by a person in the United States except pursuant to an exemption from any such applicable securities laws of any state of the United States. Accordingly, the Warrants may not be exercised in the United States, unless upon exercise, a Warrantholder that is in the United States is a Qualified Institutional Buyer or Institutional Accredited Investor and delivers to the Warrant Agent and the Corporation an opinion of legal counsel of recognized standing or such other evidence as the Warrant Agent and the Corporation may reasonably accept to the effect that such exercise is exempt from any applicable securities laws of any state of the United States; provided however, that the original Warrantholder that purchased Warrants as part of the original offering of Units of the Corporation will not be required to deliver an opinion of legal counsel or other evidence in connection with such exercise if such Warrantholder and any beneficial purchaser for which it purchased the Warrants remains a Qualified Institutional Buyer or Institutional Accredited Investor on the date of exercise of the Warrants. Any Warrantholder of Book Entry Only Warrants or Uncertificated Warrants that is in the United States will withdraw such Warrants from the Depository, in the case of Book Entry Only Warrants, and in each case, exchange such Warrants into a Certificated Warrant prior to exercising the Warrants. A Warrantholder of Book Entry Only Warrants that does not withdraw the Warrants from Book Entry Form and any Warrantholder of Uncertificated Warrants that does exchange such Warrants into Certificated Form will be deemed to have represented to the Warrant Agent and the Corporation that such Warrantholder is not a person in the United States.

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any person in whose name the Common Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration Statement. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the Registration Statement continuously effective and ensure that the prospectus contained therein is available, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or the lifting of any suspension of the qualification (or exemption from qualification) of any of the Warrants for sale in the United States, at the earliest practicable moment. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered certified public accounting firm accountants of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement. (2) A Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to be effective for a period of time but then becomes effective under the U.S. Securities Act, or if a new Registration Statement is filed and becomes effective under the U.S. Securities Act, the The Corporation will notify the Warrant Agent as soon as practicable that such when a Registration Statement has become becomes effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the Registration Statement remains effective, and that the prospectus contained therein is available, until otherwise notified in writing by the Corporation that the Registration Statement is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement or the availability of the prospectus.

U.S. Securities Law Matters. (1) In connection with any exercise of Warrants, if it is required by law, the Corporation shall cause to be delivered to any person in whose name the Common Warrant Shares issuable upon exercise of the Warrants are to be issued a prospectus that complies with the U.S. Securities Act and that is a part of the Registration Statement. For so long as any Warrants remain outstanding, the Corporation shall use its commercially reasonable efforts to (i) keep the Registration Statement continuously effective and ensure that the prospectus contained therein is available, and (ii) avoid the issuance of, or, if issued, obtain the withdrawal of any order enjoining or suspending the use or effectiveness of the Registration Statement or related prospectus contained therein or therein. No Warrants may be exercised at any time during which a registration statement is not then effective under the lifting of any suspension U.S. Securities Act for the issuance of the qualification (or exemption from qualification) of any Warrant Shares upon the exercise of the Warrants for sale unless the exercise and issuance thereof is in a transaction exempt from, or not subject to, the United Statesregistration requirements of the U.S. Securities Act. Upon the exercise of any Warrant at a time when a registration statement is not then effective under the U.S. Securities Act, at if requested by either the earliest practicable momentCorporation or the Warrant Agent, the Warrantholder shall provide an opinion of U.S. legal counsel of recognized standing or other evidence, in form and substance satisfactory to the Corporation and/or the Warrant Agent, as the case may be, to the effect that the exercise and issuance of the Warrant Shares is not required to be registered under the U.S. Securities Act prior to the issuance of any Warrant Shares upon the exercise of the Warrant. All expenses incidental to the Corporation’s performance of or compliance with the foregoing provisions will be borne by the Corporation, including, without limitation: (i) all registration and filing fees and expenses; (ii) all fees and expenses of compliance with federal securities and state Blue Sky securities laws; and (iii) all fees and disbursements of counsel for the Corporation, independent registered public accounting firm of the Corporation and technical experts retained by the Corporation whose consent is required to be provided with respect to any Registration Statement; provided, however, that the Corporation shall not be liable for any such fees and expenses (which fees and expenses shall be borne by any Warrantholder) to the extent an effective registration statement under the U.S. Securities Act is required due to the particular facts and circumstances of, or nature of transaction proposed by, any Warrantholder, and such an effective registration statement is not otherwise required for the issuance of Warrant Shares upon the exercise of Warrants by Warranholders generally. (2) A Registration Statement is currently effective under the U.S. Securities Act. If the Registration Statement ceases to be effective for a period of time but then becomes effective under the U.S. Securities Act, or if a new Registration Statement registration statement is filed and becomes effective under the U.S. Securities Act, the Corporation will notify the Warrant Agent as soon as practicable that such Registration Statement Statement, or new registration statement, has become effective under the U.S. Securities Act, and the Warrant Agent will notify the Registered Warrantholders as required. Thereafter, the Warrant Agent may assume that the Registration Statement Statement, or new registration statement, remains effective, and that the prospectus contained therein is available, until otherwise notified in writing by the Corporation that the Registration Statement Statement, or new registration statement, is no longer effective, or that such prospectus is not available. The Corporation shall at all times be obligated to provide prompt notice to the Warrant Agent regarding any change in the effectiveness of the Registration Statement Statement, or new registration statement, or the availability of the prospectus.