Common use of No Offering Memorandum Clause in Contracts

No Offering Memorandum. Neither the Company nor the Agents shall (i) provide to prospective purchasers of the Units any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable Securities Laws; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the Units, including but not limited to, causing the sale of the Units to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic display, or conduct any seminar or meeting relating to the offer and sale of the Units whose attendees have been invited by general solicitation or advertising.

Appears in 1 contract

Samples: Agency Agreement (Counterpath Corp)

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No Offering Memorandum. Neither the Company nor the Agents Agent shall (i) provide to prospective purchasers of the Units any document or other material that would constitute an offering memorandum or future “future-oriented financial information information” within the meaning of Applicable Securities Laws; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the Units, including but not limited to, causing the sale of the Units to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic display, or conduct any seminar or meeting relating to the offer and sale of the Units whose attendees have been invited by general solicitation or advertising.

Appears in 1 contract

Samples: Agency Agreement (Quaterra Resources Inc)

No Offering Memorandum. Neither the Company Corporation nor the Agents any Agent shall (ig) provide to prospective purchasers of the Offered Units any document or other material that would constitute an offering memorandum or future oriented financial information prospectus within the meaning of Applicable the Securities Laws; Laws of the Offering Jurisdictions or (iih) engage in any form of general solicitation or general advertising in connection with the offer and sale of the Offered Units, including but not limited toincluding, causing the sale of the Offered Units to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Offered Units whose attendees have been invited by a general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement (Trillium Therapeutics Inc.)

No Offering Memorandum. Neither Other than the Company Presentation, neither the Corporation nor the Agents shall (i) provide to prospective purchasers of the Offered Units any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable the Securities LawsLaws of the Offering Jurisdictions; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the Offered Units, including but not limited to, causing the sale of the Offered Units to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Offered Units whose attendees have been invited by a general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement (Body & Mind Inc.)

No Offering Memorandum. Neither the Company Corporation nor the Agents shall Agent shall: (i) provide to prospective purchasers of the Units Purchasers any document or other material or informa tion that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable Canadia n Securities LawsLaws other than the Presentation; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsSpecial Warrants, including but not limited to, causing the sale of the Units Specia l Warrants to be advertised in any newspaper, magazine, printed public mediamedia , printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic display, or conduct any seminar or meeting relating to the offer and sale of the Units Specia l Warrants whose attendees have been invited by general solicitation or advertising.

Appears in 1 contract

Samples: Agency Agreement

No Offering Memorandum. Neither the Company Corporation nor the Agents shall (i) provide to prospective purchasers of the Units any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable the Securities Laws; Laws of the Offering Jurisdictions or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the Units, including but not limited to, causing the sale of the Units to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Units whose attendees have been invited by a general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement (Energizer Resources, Inc.)

No Offering Memorandum. Neither the Company Corporation nor the Agents Agent shall (i) provide to prospective purchasers of the Units Offered Securities any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable the Securities Laws; Laws of the Offering Jurisdictions or (ii) engage in any form of general solicitation General Solicitation or general advertising General Advertising in connection with the offer and sale of the UnitsOffered Securities, including but not limited to, causing the sale of the Units Offered Securities to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Units Offered Securities whose attendees have been invited by general solicitation a General Solicitation or advertisingGeneral Advertising.

Appears in 1 contract

Samples: Agency Agreement (Digifonica International Corp)

No Offering Memorandum. Neither the Company nor the Agents shall (i) provide to prospective purchasers of the Units Subscription Receipts any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable Securities Laws; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsSubscription Receipts, including but not limited to, by causing the sale of the Units Subscription Receipts to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, circulation or broadcast over radio, television or telecommunications, including electronic display, or conduct any seminar or meeting relating to in connection with the offer and sale of the Units Subscription Receipts whose attendees have been invited by general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement (Americas Silver Corp)

No Offering Memorandum. Neither the Company nor the Agents Underwriter shall (i) provide to prospective purchasers of the Units Offered Securities any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable Securities Laws; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsOffered Securities, including but not limited to, causing the sale of the Units Offered Securities to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic display, or conduct any seminar or meeting relating to the offer and sale of the Units Offered Securities whose attendees have been invited by general solicitation or advertising.

Appears in 1 contract

Samples: Underwriting Agreement (Cream Minerals LTD)

No Offering Memorandum. Neither the Company Corporation nor the Agents Agent shall (i) provide to prospective purchasers of the Units Offered Securities any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable the Securities Laws; Laws of the Offering Jurisdictions or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsOffered Securities, including but not limited to, causing the sale of the Units Offered Securities to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Units Offered Securities whose attendees have been invited by a general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement (Amg Oil LTD)

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No Offering Memorandum. Neither the Company Corporation nor the Agents shall (i) provide to prospective purchasers of the Units Offered Securities any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable the Securities Laws; Laws of the Offering Jurisdictions or (ii) engage in any form of general solicitation General Solicitation or general advertising General Advertising in connection with the offer and sale of the UnitsOffered Securities, including but not limited to, causing the sale of the Units Offered Securities to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Units Offered Securities whose attendees have been invited by general solicitation a General Solicitation or advertisingGeneral Advertising.

Appears in 1 contract

Samples: Agency Agreement (Paramount Gold Mining Corp.)

No Offering Memorandum. Neither the Company Corporation nor the Agents Underwriters shall (i) provide to prospective purchasers of the Units Shares any document or other material that would constitute an offering memorandum or future oriented financial information prospectus within the meaning of Applicable the Securities Laws; Laws of the Offering Jurisdictions, or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsShares, including but not limited to, causing the sale of the Units Shares to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Units Shares whose attendees have been invited by a general solicitation or general advertising.

Appears in 1 contract

Samples: Underwriting Agreement (Nevada Geothermal Power Inc)

No Offering Memorandum. Neither Other than the Company Presentation, neither the Corporation nor the Agents Agent shall (i) provide to prospective purchasers of the Offered Units any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable the Securities LawsLaws of the Offering Jurisdictions; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the Offered Units, including but not limited to, causing the sale of the Offered Units to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Offered Units whose attendees have been invited by a general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement

No Offering Memorandum. Neither the Company nor the Agents shall (i) provide to prospective purchasers of the Units Offered Securities any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable Securities Laws; or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsOffered Securities, including but not limited to, by causing the sale of the Units Offered Securities to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, circulation or broadcast over radio, television or telecommunications, including electronic display, or conduct any seminar or meeting relating to in connection with the offer and sale of the Units Offered Securities whose attendees have been invited by general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement (Americas Silver Corp)

No Offering Memorandum. Neither the Company Corporation nor the Agents Agent shall (i) provide to prospective purchasers of the Units Offered Securities any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable the Securities Laws; Laws of the Offering Jurisdictions or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsOffered Securities, including but not limited to, causing the sale of the Units Offered Securities to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, broadcast over radio, television or telecommunications, including electronic displaydisplay or the Internet, or otherwise, or conduct any seminar or meeting relating to the any offer and sale of the Units Offered Securities whose attendees have been invited by a general solicitation or advertising.

Appears in 1 contract

Samples: Agency Agreement (Crosshair Exploration & Mining Corp)

No Offering Memorandum. Neither the Company Corporation nor the Agents shall (i) provide to prospective purchasers of the Units Subscription Receipts any document or other material that would constitute an offering memorandum or future oriented financial information within the meaning of Applicable Securities Laws; , other than the Corporate Presentation, or (ii) engage in any form of general solicitation or general advertising in connection with the offer and sale of the UnitsSubscription Receipts, including but not limited to, by causing the sale of the Units Subscription Receipts to be advertised in any newspaper, magazine, printed public media, printed media or similar medium of general and regular paid circulation, circulation or broadcast over radio, television or telecommunications, including electronic display, or conduct any seminar or meeting relating to in connection with the offer and sale of the Units Subscription Receipts whose attendees have been invited by general solicitation or general advertising.

Appears in 1 contract

Samples: Agency Agreement

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