Examples of Demand Qualification in a sentence
The Investors will not initiate a request for a Demand Qualification within ninety (90) days of the Receipt Date in respect of a prospectus qualifying an offering of Shares by the Corporation, provided that the Investors were provided with the opportunity to participate in a Piggy-Back Qualification in accordance with this Agreement in connection with such offering without a material Underwriter’s Cutback.
All underwriting discounts and selling commissions relating to Registrable Securities included in any Canadian Demand Qualification, U.S. Long-Form Demand Registration, U.S. Short-Form Demand Registration, Canadian Piggy-Back Qualification or U.S. Piggy-Back Registration will be borne and paid ratably by the Holders whose Registrable Securities are so included.
In addition, such Investor agrees to execute and deliver to any managing underwriter (or, in the case of any offering that is not underwritten, an investment banker or agent registered under applicable securities laws) in connection with such Demand Qualification any lock-up letter requested by such managing underwriter of the applicable Investor and in form and substance reasonably satisfactory to such Investor.
If the IQ Parties, acting on the advice of their financial, legal and other advisors, are satisfied that, in their reasonable discretion, an Alternative Sale would be at least as advantageous to the IQ Parties in all respects (including pricing, net proceeds, terms and timing) as a transaction pursuant to a Demand Qualification, the IQ Parties will not pursue a Demand Qualification at that time.
If the Investor(s) requesting a Demand Qualification intend to distribute the Qualifiable Securities covered by their request for a Demand Qualification by means of an underwriting they will so advise the Corporation as part of their request for such qualification.
If the Initiating Holders intend to distribute the Registrable Securities covered by their request for a Canadian Demand Qualification, a U.S. Long-Form Demand Registration or a U.S. Short-Form Demand Registration by means of an underwriting, they will so advise the Company as part of their request for such qualification or registration, and the Company will include such information in the written notice to be provided to all other Holders.
The Corporation shall not be required to effect a Demand Qualification unless (i) the Qualifiable Securities requested by the IQ Parties to be registered or qualified constitute the lesser of (a) at least 20% of the number of Qualifiable Securities issued to the IQ Parties on the date of this Agreement and (b) an aggregate amount of at least $25,000,000, on the basis of the prevailing stock price per share on the date of such request for a Demand Qualification.
If the IQ Parties intend to distribute the Qualifiable Securities covered by their request for a Demand Qualification by means of an underwriting they will so advise the Corporation as part of their request for such qualification.
Subject to Sections 4.9 and 4.10, the Corporation will include for qualification in the applicable prospectus all Qualifiable Securities in respect of which the Corporation has received written requests for inclusion therein from the other Investors, provided such written requests for inclusion have been received by the Corporation not later than ten (10) days after the Demand Qualification Notice has been given to the other Investors.
The Corporation shall not be required to effect a Demand Qualification unless the Qualifiable Securities requested by the applicable Investor to be registered or qualified constitute the lesser of (a) at least 20% of the number of Qualifiable Securities held by such Investor on the date of this Agreement and (b) an aggregate amount of at least $25,000,000, on the basis of the prevailing stock price per share on the date of such request for a Demand Qualification.