Common use of Material Changes During Distribution Clause in Contracts

Material Changes During Distribution. (a) During the period from the date hereof until the Underwriters notify the Company of the completion of the distribution of the Offered Shares in accordance with their obligations herein, the Company shall promptly notify the Underwriters (and, confirm such notification in writing) of: (i) any material change (actual, anticipated, contemplated or threatened, financial or otherwise) in the business, affairs, operations, assets, liabilities (contingent or otherwise) or capital of the Company, taken as a whole; (ii) any material fact which has arisen or has been discovered and would have been required to have been stated in the Preliminary Prospectus or the Final Prospectus had the fact arisen or been discovered on, or prior to, the date of such documents; and (iii) any change in any material fact (which for the purposes of this Agreement shall be deemed to include the disclosure of any previously undisclosed material fact) previously publicly disclosed by the Company which fact or change is, or may be, of such a nature as to render any statement publicly made by the Company misleading or untrue in any material respect. (b) During the period from the date hereof until the Underwriters notify the Company of the completion of the distribution of the Offered Shares in accordance with their obligations herein, the Company shall promptly, and in any event, within any applicable time limitation, comply with all applicable filing and other requirements under Securities Laws as a result of such change. The Company shall in good faith discuss with the Underwriters any fact or change in circumstances (actual, anticipated, contemplated or threatened, and financial or otherwise) which is of such a nature that there is reasonable doubt as to whether notice in writing need be given to the Underwriters pursuant to this Section 3.

Material Changes During Distribution. (a) During the period from the date hereof until the Underwriters notify the Company of the completion of the distribution of the Offered Shares in accordance with their obligations herein, the Company shall promptly notify the Underwriters (and, confirm such notification in writing) of: (i) any material change (actual, anticipated, contemplated or threatened, financial or otherwise) in the business, affairs, operations, assets, liabilities (contingent or otherwise) or capital of the Company, taken as a whole; (ii) any material fact which has arisen or has been discovered and would have been required to have been stated in the Preliminary Prospectus or the Final Prospectus had the fact arisen or been discovered on, or prior to, the date of such documents; and (iii) any change in any material fact (which for the purposes of this Agreement shall be deemed to include the disclosure of any previously undisclosed material fact) previously publicly disclosed by the Company which fact or change is, or may be, of such a nature as to render any statement publicly made by the Company misleading or untrue in any material respect. (b) During the period from the date hereof until the Underwriters notify the Company of the completion of the distribution of the Offered Shares in accordance with their obligations herein, the Company shall promptly, and in any event, within any applicable time limitation, comply with all applicable filing and other requirements under Securities Laws as a result of such change. The Company shall in good faith discuss with the Underwriters any fact or change in circumstances (actual, anticipated, contemplated or threatened, and financial or otherwise) which is of such a nature that there is reasonable doubt as to whether notice in writing need be given to the Underwriters pursuant to this Section 34.

Material Changes During Distribution. (a) During the period from the date hereof until of this Agreement to the Underwriters notify the Company later of the Closing Date and the date of completion of the distribution of the Offered Series A Shares in accordance with their obligations hereinunder the Offering Documents, the Company Corporation shall promptly notify the Underwriters (and, confirm such notification in writing) writing of: (ia) any material change (actual, anticipated, contemplated or threatened, financial or otherwise) in relation to the business, affairs, operations, assets, liabilities (contingent or otherwise) or capital of the Company, taken as a whole;Corporation; and (iib) any material fact which has arisen (in this clause (b), “material fact” shall have the meaning ascribed thereto in Applicable Securities Laws) or has been discovered and would have been required to have been stated in the Preliminary Prospectus or the Final Prospectus had the fact arisen or been discovered on, or prior to, the date of such documents; and (iii) any change in any material fact (which for the purposes of this Agreement shall be deemed to include including the disclosure of any previously undisclosed material fact) previously publicly disclosed by ), other than Underwriter Information, contained in the Company Offering Documents, which fact or change is, or may be, of such a nature as to render any statement publicly made by in the Company Offering Documents misleading or untrue in any material respect. respect or which fact or change would result in: (bi) During a misrepresentation in any of the period from Offering Documents, or (ii) any of the Offering Documents not complying (to the extent that such compliance is required) with the Applicable Securities Laws, in each case, as at any time up to and including the date hereof until the Underwriters notify the Company of the completion of the distribution of the Offered Series A Shares in accordance with their obligations herein, under the Company Offering Documents; The Corporation shall promptly, and in any event, within any applicable time limitation, comply with all applicable filing and other requirements under the Applicable Securities Laws as a result of such fact or change; provided that the Corporation shall not file any Prospectus Amendment or other document required to be filed under this Section without prior notice, and a reasonable amount of time to comment given, to the Underwriters. The Company Corporation shall in good faith discuss with the Underwriters any fact or change in circumstances (actual, anticipated, contemplated or threatened, and financial or otherwise) which is of such a nature that there is reasonable doubt as to whether notice in writing need be given to the Underwriters pursuant to this Section 3Section.

Material Changes During Distribution. (a) During the period from and including the date hereof until to the Underwriters notify the Company of the completion of the distribution of the Offered Shares in accordance with their obligations hereinExpiry Date, the Company Corporation shall promptly notify ▇▇▇▇▇ in writing of the Underwriters (and, confirm such notification in writing) particulars of: (ia) any material change (actual, anticipated, contemplated or threatened, whether financial or otherwise) in the management, control, business, affairs, operations, assets, liabilities (contingent or otherwise) or capital of the Company, Corporation and the Subsidiary taken as a whole; (ii) any material fact which has arisen or has been discovered and would have been required to have been stated in the Preliminary Prospectus or the Final Prospectus had the fact arisen or been discovered on, or prior to, the date of such documents; and (iiib) any change in any material fact (contained in the Prospectus or any Supplementary Material, which for the purposes of this Agreement shall be deemed to include the disclosure of any previously undisclosed material fact) previously publicly disclosed by the Company which fact or change is, is or may be, of such a nature as to render any statement publicly made by in the Company Prospectus or Supplementary Material misleading or untrue or which would result in a misrepresentation in the Prospectus or Supplementary Material, or which would result in the Prospectus or Supplementary Material not complying with any Applicable Securities Laws; (c) any material respect.fact that has arisen which would have been required to have been stated in the Prospectus had the fact arisen on or prior to, the date of the Prospectus; (bd) During the period from the date hereof until the Underwriters notify the Company any request of any of the completion Securities Regulators for any amendment to the Preliminary Prospectus or the Prospectus or for any additional information relating thereto; and (e) the issuance by any of the distribution Securities Regulators or by any other competent authority of any order to cease trading of any securities of the Offered Shares in accordance with their obligations hereinCorporation or of the institution or threat of institution of any proceedings for that purpose. In any such case, the Company Corporation shall promptly, and in any event, within any applicable time limitation, comply with all applicable filing and other requirements under Applicable Securities Laws as a result of such change; provided that the Corporation shall not file any Supplementary Material or other document without first obtaining from ▇▇▇▇▇ the approval of ▇▇▇▇▇, after consultation with ▇▇▇▇▇ with respect to the form and content thereof. The Company shall Corporation shall, in good faith faith, discuss with the Underwriters ▇▇▇▇▇ any fact or change in circumstances (actual, anticipated, contemplated or threatened, and whether financial or otherwise) which is of such a nature that there is reasonable doubt as to whether notice in writing need be given to the Underwriters ▇▇▇▇▇ pursuant to this Section 36.5.