Soliciting Dealer Group Sample Clauses

Soliciting Dealer Group. Sprott Global Resource Investments, Ltd. (the "Dealer Manager") has been appointed by the Offeror to act as the Offeror's dealer manager for the Offer and will form and manage a soliciting dealer group (the "Soliciting Dealer Group") consisting of the Dealer Manager and other members of the Financial Industry Regulatory Authority ("FINRA") to assist in the solicitation of GTU Units to be deposited under the Offer from holders of GTU Units. You are hereby invited to become a member of the Soliciting Dealer Group in the U.S. (each member being referred to herein as a "Member") in accordance with the terms set forth herein and on the terms and subject to the conditions set forth in Offering Documents. By agreeing to become a Member, you agree that you will use commercially reasonable efforts to contact holders of GTU Units and to assist the Offeror in soliciting the holders of GTU Units to tender to the Offer and to comply with all applicable U.S. legislation, regulations, rules, policies and orders of all applicable U.S. securities regulatory authorities and stock exchanges having jurisdiction, including rules promulgated by the OSC and the SEC governing communications in the context of business combinations. Members of the Soliciting Dealer Group may only solicit the tender of GTU Units under the Offer or otherwise communicate in respect of the Offer if they are, or are acting through a duly qualified U.S. affiliate that is, registered with the SEC and FINRA and in compliance with applicable state requirements. The Dealer Manager shall not be liable or responsible for any actual or alleged act or omission of any other Member. No Member of the Soliciting Dealer Group is authorized to act as an agent for the Offeror, Sprott Asset Management LP, Sprott Physical Gold Trust or the Dealer Manager, nor are the members to make any representations in connection with the Offer other than those contained in the Offering Documents.
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Soliciting Dealer Group. 10.1 The Letter of Transmittal contains a box for the insertion of the name of a member of the Soliciting Dealer Group. If such a name appears on a Letter of Transmittal which is a part of a proper deposit of Subject Shares, and if we take up and pay for the Subject Shares deposited pursuant to the Offer, then you are authorized and directed, as soon as possible following the date of payment for Subject Shares taken up under the Offer, to make direct payment to the member concerned of an amount for each deposit equal to $0.02 for each such Subject Share, provided that the solicitation fee in respect of any single beneficial owner of Subject Common Shares shall not be less than $100 or more than $1,500 and shall be subject to a minimum of 5,000 Subject Shares being deposited. Where Subject Shares deposited and registered in a single name are beneficially owned by more than one person, the minimum and maximum amounts shall be applied separately in respect of each beneficial owner. The solicitation fee payable in respect of any Subject Shares tendered or deposited under the Offer not identified with a particular member of the Soliciting Dealer Group shall be payable to CIBC World Markets Inc. as dealer manager. You may require any member of the Soliciting Dealer Group to furnish evidence satisfactory to you of such beneficial ownership before payment of such fee.
Soliciting Dealer Group. 10.1 The Letters of Transmittal contain a box for the insertion of the name of a member of the Soliciting Dealer Group. Where Cognicase Shares deposited and registered in a single name are beneficially owned by more than one person, the relevant minimum and maximum amount shall be applied separately in respect of each beneficial owner. You may require any member of the Soliciting Dealer Group to furnish evidence satisfactory to you of such beneficial ownership before payment of such fee.
Soliciting Dealer Group. 10.1 If applicable, the Letters of Acceptance and Transmittal will contain a box for the insertion of the name of a member of the Soliciting Dealer Group. Where Subject Shares deposited and registered in a single name are beneficially owned by more than one person, the relevant minimum and maximum amount shall be applied separately in respect of each beneficial owner. You may require any member of the Soliciting Dealer Group to furnish evidence satisfactory to You of such beneficial ownership before payment of such fee.
Soliciting Dealer Group. Xxxxx may enter into appropriate sub-dealer arrangements with members of the Investment Dealers Association of Canada and members of recognized stock exchanges in Canada (the “Soliciting Dealer Group”) to assist Xxxxx in obtaining the exercise of the Rights. If the Soliciting Dealer Group is formed, Xxxxx shall manage the Soliciting Dealer Group as and to the extent customary in the securities industry in Canada.
Soliciting Dealer Group. GD Securities may enter into appropriate sub-dealer arrangements with members of the National Association of Securities Dealers, Inc. (the “Soliciting Dealer Group”) to assist GD Securities in obtaining the exercise of the Rights. If the Soliciting Dealer Group is formed, GD Securities shall manage the Soliciting Dealer Group as and to the extent customary in the securities industry in the United States.

Related to Soliciting Dealer Group

  • Soliciting Dealers Broker-dealers who are members of the National Association of Securities Dealers, Inc., or that are exempt from broker-dealer registration, and who, in either case, have executed participating broker or other agreements with the Managing Dealer to sell Shares.

  • Dealer Manager Behringer Securities LP, an Affiliate of the Advisor, or such Person selected by the Board to act as the dealer manager for an Offering.

  • Selected Dealer Agreements a. The Distributor shall have the right to enter into selected dealer agreements with securities dealers of its choice ("selected dealers") for the sale of Class C Shares; provided, that the Corporation shall approve the forms of agreements with dealers. Class C Shares sold to selected dealers shall be for resale by such dealers only at net asset value determined as set forth in Section 3(d) hereof. The form of agreement with selected dealers to be used during the subscription period described in Section 3(a) is attached hereto as Exhibit A and the form of agreement with selected dealers to be used in the continuous offering of the Class C Shares is attached hereto as Exhibit B.

  • SELECTED DEALERS You may enter into selected dealer agreements, on such terms and conditions as you determine are not inconsistent with this Agreement, with broker-dealers to act as your agent to effect the sale of the Shares. Such selected broker-dealers shall sell Shares only at market prices subject to a minimum price to be established each day by you and the Fund (see paragraph 3 below). This Agreement shall not be construed as authorizing any dealer or other person to accept orders for sale on our behalf or to otherwise act as our agent for any purpose. You shall not be responsible for the acts of other dealers or agents except as and to the extent that they shall be acting for you or under your direction or authority.

  • Dealer Manager Fee The dealer manager fee payable to the Dealer Manager for serving as the dealer manager for the Offering and reallowable to Soliciting Dealers with respect to Shares sold by them, as described in the Corporation’s Prospectus.

  • DEALER-MANAGER COMPENSATION (i) Subject to the discounts and other special circumstances described in or otherwise provided in the “Plan of Distribution” section of the Prospectus or this Section 3(d) and Section 3(c), the Company agrees to pay the Dealer Manager selling commissions (“Selling Commissions”) in the amount of seven percent (7.0%) of the selling price of each Primary Share for which a sale is completed. Alternatively, if a particular Soliciting Dealer elects to receive Selling Commissions equal to seven and one-half percent (7.5%) in accordance with the Soliciting Dealers Agreement, subject to Section 3(c), then, with respect to the applicable sale, the Company agrees to pay the Dealer Manager Selling Commissions in the amount of seven and one-half percent (7.5%) of the selling price of each Primary Share for which a sale is completed, two and one-half percent (2.5%) of which Selling Commissions shall be payable at the time of such sale and one percent (1%) of which shall be paid on each anniversary of the closing of such sale up to and including the fifth anniversary of the closing of such sale. No Selling Commissions will be paid for sales of DRP Shares, and Selling Commissions may be reduced or eliminated on certain sales of Shares, including the reduction or elimination of Selling Commissions in accordance with, and on the terms set forth in, the Prospectus. The Dealer Manager will reallow all the Selling Commissions, subject to federal and state securities laws, to the Soliciting Dealer who sold the Primary Shares, as described more fully in the Soliciting Dealers Agreement. In no event shall the Dealer Manager be entitled to payment of any compensation in connection with a sale pursuant to the Offering that is not completed according to this Agreement; provided, however, that the reimbursement of out-of-pocket accountable expenses actually incurred by the Dealer Manager or Person associated with the Dealer Manager shall not be presumed to be unfair or unreasonable and shall be payable under normal circumstances.

  • Dealer The seller of automobiles or light trucks that originated one or more of the Receivables and assigned the respective Receivable, directly or indirectly, to Ally Bank under an existing agreement between such seller and Ally Bank. Dealer Agreement: An existing agreement between Ally Bank or one of its Affiliates and a Dealer with respect to a Receivable. Default: Any occurrence that is, or with notice or the lapse of time or both would become, an Event of Default.

  • Broker-Dealers (a) Not later than 12:00 noon on each Auction Date, the Company shall pay to the Auction Agent in Federal Funds or similar same-day funds an amount in cash equal to (i) in the case of any Auction Date immediately preceding a 7-Day Dividend Period or 28-Day Dividend Period, the product of (A) a fraction the numerator of which is the number of days in such Dividend Period (calculated by counting the first day of such Dividend Period but excluding the last day thereof) and the denominator of which is 360, times (B) 1/4 of 1%, times (C) $25,000 times (D) the sum of the aggregate number of Outstanding shares of AMPS for which the Auction is conducted and (ii) in the case of any Special Dividend Period, the amount determined by mutual consent of the Company and the Broker-Dealers pursuant to Section 3.5 of the Broker-Dealer Agreements. The Auction Agent shall apply such moneys as set forth in Section 3.5 of the Broker-Dealer Agreements and shall thereafter remit to the Company any remaining funds paid to the Auction Agent pursuant to this Section 2.5(a).

  • Dealer Manager Agreement By Dealer’s acceptance of this Agreement, Dealer will become one of the “Participating Dealers” referred to in the Dealer Manager Agreement and will be entitled and subject to the terms and conditions of the Dealer Manager Agreement, including, but not limited to, Section 8.4 of the Dealer Manager Agreement (or, in the event of a Follow-On Offering, the equivalent section of the applicable Follow-On Dealer Manager Agreement) wherein the Dealers severally agree to indemnify and hold harmless the Company, the Dealer Manager and each of their respective Indemnified Parties. Dealer hereby agrees to solicit, as an independent contractor and not as the agent of the Dealer Manager or of the Company (or their affiliates), persons acceptable to the Company to purchase the Shares pursuant to the subscription agreement in the form attached to the Prospectus and in accordance with the terms of the Prospectus or, in the event of a Follow-On Offering, the prospectus (a “Follow-On Prospectus”) and the subscription agreement applicable to such Follow-On Offering. Dealer hereby agrees to use its best efforts to sell the Shares for cash on the terms and conditions stated in the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus). Nothing in this Agreement shall be deemed or construed to make Dealer an employee, agent, representative or partner of the Dealer Manager, or the Company, and Dealer is not authorized to act for the Dealer Manager or the Company or to make any representations on their behalf except as set forth in the Prospectus (or the applicable Follow-On Prospectus) and such other printed sales literature or other materials furnished to Dealer by the Dealer Manager, provided that the use of such sales literature and other materials has been approved for use in advance by the Company and all appropriate regulatory agencies (“Supplemental Information”).

  • Information Furnished by the Underwriters The statements set forth in the last paragraph of the cover page and the first and third paragraphs under the caption "Underwriting" in any Prepricing Prospectus and in the Prospectus, constitute the only information furnished by or on behalf of the Underwriters as such information is referred to in Sections 6(b) and 8 hereof.

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