Distribution in Canada Sample Clauses
The 'Distribution in Canada' clause defines the terms and conditions under which a product, service, or intellectual property may be distributed within Canadian territories. It typically outlines the rights and obligations of the parties regarding sales channels, geographic scope, compliance with Canadian laws, and any restrictions or requirements specific to the Canadian market. This clause ensures that both parties understand the legal and operational framework for distributing goods or services in Canada, thereby reducing the risk of regulatory violations and clarifying market boundaries.
Distribution in Canada. No Underwriter that is a non-resident for purposes of the ITA will render any services under this Agreement in Canada.
Distribution in Canada. No Underwriter that is a non-resident for purposes of the Tax Act will render any services under this Agreement in Canada.
Distribution in Canada. Each of the Initial Purchasers acknowledges that the distribution of the Securities in Canada is being made without the filing of a prospectus only on a private placement basis and only to exempt purchasers in the provinces of Quebec, Ontario and British Columbia. Accordingly, each Initial Purchaser severally represents, warrants and agrees that: (a) any offer and resale of the Securities in Canada will be restricted and must be made by prospectus and through an appropriately registered dealer or in accordance with an exemption from prospectus and registration requirements under provincial securities laws; (b) it and any person acting on its behalf has offered or sold and will offer or sell the Securities in Canada solely by use of the Preliminary Canadian Offering Memorandum and the Canadian Offering Memorandum; (c) it and any person acting on its behalf will send a confirmation of the acceptance of offers to purchase Securities to purchasers in Canada who have not withdrawn their offers to purchase prior to the issuance of such confirmation; and (d) it will give written notice to the Issuers of the full name and address of each purchaser to whom it sells Securities in Canada, together with the amount of Securities sold to each such purchaser, the trade date and such other information regarding such purchase, offer or sale as may be required by the Issuers to make the filings required by the applicable Canadian laws and to pay all fees in connection with such filings.
Distribution in Canada. The Agent is not a non-resident of Canada for purposes of the Tax Act. During the period of distribution of the Offered Securities by or through the Agent, the Agent will offer and sell the Offered Securities to the public only in the Filing Jurisdictions where they may lawfully be offered for sale upon the terms and conditions set forth in the Offering Documents and this Agreement, either directly or through any Selling Firm, provided that the Agent shall be entitled to assume that the Offered Securities are qualified for distribution in any Filing Jurisdiction where a receipt for the Final Base Shelf Prospectus has been issued.
Distribution in Canada. No Underwriter that is a non-resident for purposes of the ITA will render any services under this Agreement in Canada (5) Each Underwriter, severally and not jointly, covenants with the Company not to take any action that would result in the Company being required to file with the SEC pursuant to Rule 433-(d) under the Securities Act a free writing prospectus prepared by or on behalf such Underwriter that otherwise would not be required to be filed by the Company thereunder but for the action of the Underwriter.
Distribution in Canada. The Company’s and the Selling Shareholder’s representations, warranties and covenants contained in Schedule 3 hereto are incorporated by reference herein and made a part thereof.
Distribution in Canada. The distribution of the Solitario Common Shares in Canada pursuant to the Arrangement is exempt from registration and prospectus requirements of applicable Canadian Securities Laws and except with respect to persons deemed to be "control persons" or the equivalent under applicable Canadian Securities Laws, the Solitario Common Shares to be distributed in Canada pursuant to the Arrangement are not subject to any resale restrictions under applicable Canadian Securities Laws.
Distribution in Canada. With respect to the distribution of the Notes in each of the provinces of Canada, other than Québec, (the “Qualifying Jurisdictions”), the Company shall comply in all material respects with all applicable Canadian Securities Laws and with Schedule D attached hereto; certain capitalized terms used herein but not otherwise defined shall have the meaning ascribed thereto in Schedule D; and the Company’s representations, warranties and covenants contained in Schedule D hereto are incorporated by reference herein and made a part thereof.