Common use of No Material Notices Clause in Contracts

No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries of any request for additional information from any Canadian Qualifying Authority, the Commission or any other federal, provincial or state governmental authority during the period of effectiveness of the Canadian Base Prospectus and the Registration Statement, the response to which would require any post-effective amendments or supplements to the Canadian Base Prospectus, the Registration Statement or the Prospectuses; (ii) the issuance by any Canadian Qualifying Authority or the Commission or any other federal, provincial or state governmental authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement or the initiation of any proceedings for that purpose; (iii) receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any material statement made in the Canadian Base Prospectus, the Registration Statement or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base Prospectus, the Registration Statement, the Prospectuses or such documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and, that in the case of each of the Canadian Base Prospectus and each Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading and, that in the case of the Canadian Prospectus, it will contain full, true and plain disclosure of all material facts relating to the Company and the Common Shares.

Appears in 4 contracts

Samples: Sales Agreement (Golden Star Resources Ltd.), Sales Agreement (Endeavour Silver Corp), Sales Agreement (Endeavour Silver Corp)

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No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries of any request for additional information from any the SEC, the Canadian Qualifying Authority, the Commission Authorities or any other federal, provincial federal or state governmental or foreign or other governmental, administrative or self-regulatory authority during the period of effectiveness of the Canadian Base Prospectus Registration Statement and the Registration StatementProspectuses, the response to which would require any post-effective amendments or supplements to the Canadian Base ProspectusRegistration Statement, the Registration Statement Time of Sale Prospectus or the Prospectuses; (ii) the issuance by any the SEC, the Canadian Qualifying Authority or the Commission Authorities or any other federal, provincial federal or state governmental authority or foreign or other Governmental Authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement or the Prospectuses or the initiation of any proceedings for that purpose; (iii) receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any material statement made in the Canadian Base ProspectusRegistration Statement, the Registration Statement Time of Sale Prospectus or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base Prospectus, the Registration Statement, the Time of Sale Prospectus, Prospectuses or such documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading andmisleading, that and in the case of each the Time of the Canadian Base Sale Prospectus and each Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading and, misleading; and (v) the Company’s reasonable determination that in the case of the Canadian Prospectus, it will contain full, true and plain disclosure of all material facts relating a post-effective amendment to the Company and Registration Statement, the Common SharesTime of Sale Prospectus or Prospectuses would be appropriate.

Appears in 3 contracts

Samples: Equity Distribution Agreement (Denison Mines Corp.), Sales Agreement (enCore Energy Corp.), Equity Distribution Agreement (Denison Mines Corp.)

No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries Corporation of any request for additional information from any the SEC, the Canadian Qualifying Authority, the Commission Authorities or any other federal, provincial federal or state governmental or foreign or other governmental, administrative or self-regulatory authority during the period of effectiveness of the Canadian Base Prospectus Registration Statement and the Registration StatementProspectuses, the response to which would require any post-effective amendments or supplements to the Canadian Base Prospectus, the Registration Statement or the Prospectuses; (ii) the issuance by any the SEC, the Canadian Qualifying Authority or the Commission Authorities or any other federal, provincial federal or state or foreign or other governmental authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement or the Prospectuses or the initiation of any proceedings for that purpose; (iii) receipt by the Company Corporation of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any material statement made in the Canadian Base Prospectus, the Registration Statement or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base Prospectus, the Registration Statement, the Prospectuses or such documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading andmisleading, that and in the case of each of the Canadian Base Prospectus and each Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading and, misleading; and (v) the Corporation’s reasonable determination that in the case a post-effective amendment to either of the Canadian Prospectus, it will contain full, true and plain disclosure of all material facts relating to the Company and the Common SharesRegistration Statement or Prospectuses would be appropriate.

Appears in 1 contract

Samples: Equity Distribution Agreement (Algonquin Power & Utilities Corp.)

No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries Subsidiaries of any request for additional information from any Canadian Qualifying Authority, the Commission or any other federal, provincial or state governmental authority during the period of effectiveness of the Canadian Base Prospectus and the Registration Statement, the response to which would require any post-effective amendments or supplements to the Canadian Base Prospectus, the Registration Statement or the Prospectuses; (ii) the issuance by any Canadian Qualifying Authority or the Commission or any other federal, provincial or state governmental authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement or the initiation of any proceedings for that purpose; (iii) receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any material statement made in the Canadian Base Prospectus, the Registration Statement or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base Prospectus, the Registration Statement, the Prospectuses or such documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and, that in the case of each of the Canadian Base Prospectus and each Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading and, that in the case of the Canadian Prospectus, it will contain full, true and plain disclosure of all material facts relating to the Company and the Common Shares.

Appears in 1 contract

Samples: Sales Agreement (Avalon Rare Metals Inc.)

No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries Corporation of any request for additional information from any the SEC, the Canadian Qualifying Authority, the Commission Authorities or any other federal, provincial federal or state governmental or foreign or other governmental, administrative or self-regulatory authority during the period of effectiveness of the Canadian Base Prospectus Registration Statements and the Registration StatementProspectuses, the response to which would require any post-effective amendments or supplements to the Canadian Base Prospectus, the Registration Statement Statements or the Prospectuses; (ii) the issuance by any the SEC, the Canadian Qualifying Authority or the Commission Authorities or any other federal, provincial federal or state or foreign or other governmental authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement Statements or the Prospectuses or the initiation of any proceedings for that purpose; (iii) receipt by the Company Corporation of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any material statement made in the Canadian Base Prospectus, the Registration Statement Statements or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base ProspectusRegistration Statements, the Registration Statement, the Prospectuses or such documents so that, in the case of the Registration StatementStatements, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading andmisleading, that and in the case of each of the Canadian Base Prospectus and each Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading and, misleading; and (v) the Corporation’s reasonable determination that in the case a post-effective amendment to either of the Canadian Prospectus, it will contain full, true and plain disclosure of all material facts relating to the Company and the Common SharesRegistration Statements or Prospectuses would be appropriate.

Appears in 1 contract

Samples: Equity Distribution Agreement (Transcanada Corp)

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No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries of any request for additional information from any the Commission, the Canadian Qualifying Authority, the Commission Authorities or any other federal, provincial federal or state governmental or foreign or other governmental, administrative or self-regulatory authority during the period of effectiveness of the Canadian Base Prospectus Registration Statement and the Registration StatementProspectuses, the response to which would require any post-effective amendments or supplements to the Canadian Base Prospectus, the Registration Statement or the Prospectuses; (ii) the issuance by any the Commission, the Canadian Qualifying Authority or the Commission Authorities or any other federal, provincial federal or state or foreign or other governmental authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement or the Prospectuses or the initiation of any proceedings for that purpose; (iii) receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any material statement made in the Canadian Base Prospectus, the Registration Statement or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base Prospectus, the Registration Statement, the Prospectuses or such documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading andmisleading, that and in the case of each of the Canadian Base Prospectus and each Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading and, misleading; and (v) the Company’s reasonable determination that in the case of the Canadian Prospectus, it will contain full, true and plain disclosure of all material facts relating a post-effective amendment to the Company and the Common SharesRegistration Statement or Prospectuses would be appropriate.

Appears in 1 contract

Samples: Equity Distribution Agreement (B2gold Corp)

No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries Corporation of any request for additional information from any the SEC, the Canadian Qualifying Authority, the Commission Authorities or any other federal, provincial federal or state governmental or foreign or other governmental, administrative or self-regulatory authority during the period of effectiveness of the Canadian Base Prospectus Registration Statement and the Registration StatementProspectuses, the response to which would require any post-effective amendments or supplements to the Canadian Base Prospectus, the Registration Statement or the Prospectuses; (ii) the issuance by any the SEC, the Canadian Qualifying Authority or the Commission Authorities or any other federal, provincial federal or state or foreign or other governmental authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement or the Prospectuses or the initiation of any proceedings for that purpose; (iii) receipt by the Company Corporation of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any statement of a material statement fact made in the Canadian Base Prospectus, the Registration Statement or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base Prospectus, the Registration Statement, the Prospectuses or such documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading andmisleading, that in the case of each of the Canadian Base Prospectus and each U.S. Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading andmisleading, that and in the case of the Canadian Prospectus, it will not contain full, true a misrepresentation; and plain disclosure of all material facts relating (v) the Corporation’s reasonable determination that a post-effective amendment to the Company and the Common SharesRegistration Statement or Prospectuses would be appropriate.

Appears in 1 contract

Samples: Equity Distribution Agreement (Lion Electric Co)

No Material Notices. None of the following events shall have occurred and be continuing: (i) receipt by the Company or any of its subsidiaries of any request for additional information from any Canadian Qualifying Authority, the Commission or any other federal, provincial or state governmental authority during the period of effectiveness of the Canadian Base Prospectus and the Registration Statement, the response to which would require any post-effective amendments or supplements to the Canadian Base Prospectus, the Registration Statement or the Prospectuses; (ii) the issuance by any Canadian Qualifying Authority or the Commission or any other federal, provincial or state governmental authority of any stop order or other order suspending the use of the Canadian Base Prospectus or any Canadian Prospectus Supplement or the effectiveness of the Registration Statement or the initiation of any proceedings for that purpose; (iii) receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Placement Shares for sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose; (iv) the occurrence of any event that makes any material statement made in the Canadian Base Prospectus, the Registration Statement or the Prospectuses or any material document incorporated or deemed to be incorporated therein by reference untrue in any material respect or that requires the making of any changes in the Canadian Base Prospectus, the Registration Statement, the Prospectuses or such documents so that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and, that in the case of each of the Canadian Base Prospectus and each Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading and, that in the case of the Canadian Prospectus, it will contain full, true and plain disclosure of all material facts relating to the Company and the Common Placement Shares.

Appears in 1 contract

Samples: Sales Agreement (Medicenna Therapeutics Corp.)

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