Qualifying Authorities definition

Qualifying Authorities means, collectively, the securities commissions or similar securities regulatory authorities in the Qualifying Jurisdictions;

Qualifying Authorities means each of the securities regulatory authorities in each of the Qualifying Provinces;

Qualifying Authorities means the securities regulatory authorities in each of the provinces of Canada;

Examples of Qualifying Authorities in a sentence

• The Canadian Prospectus, at the time of filing thereof with the Canadian Qualifying Authorities, complied in all material respects and, as amended or supplemented, if applicable, will comply in all material respects with Canadian Securities Laws.

• All filings with the Commission required by General Instruction II.L of Form F-10, the Act and required by the Canadian Qualifying Authorities to have been filed prior to the issuance of any Agency Transaction Notice hereunder shall have been made within the applicable time period prescribed for such filing by General Instruction II.L of Form F-10, the Act and Canadian Securities Laws.

• The Reviewing Authority has issued the Receipt on behalf of itself and the other Canadian Qualifying Authorities for the Canadian Base Prospectus.

• There has not been, and to the knowledge of the Company, there is not pending or contemplated, any investigation by the Commission or Canadian Qualifying Authorities involving the Company or any current or former director or officer of the Company.

• All filings with the SEC required by General Instruction II.L of Form F-10, the Securities Act and required by the Canadian Qualifying Authorities to have been filed prior to the issuance of any Placement Notice hereunder shall have been made within the applicable time period prescribed for such filing by General Instruction II.L of Form F-10, the Securities Act and Canadian Securities Laws.

More Definitions of Qualifying Authorities

Qualifying Authorities has the meaning ascribed thereto in the second paragraph of this agreement;

Qualifying Authorities means the Canadian Securities Commissions;

Qualifying Authorities means each of the securities regulatory authorities in each of the Qualifying Provinces; “ Qualifying Provinces ” has the meaning given to it above in this Agreement;

Qualifying Authorities means the securities regulatory authorities of the Qualifying Provinces, collectively; (lxiv)

Qualifying Authorities means the securities regulatory authorities. All references in this Agreement to financial statements and schedules and other information that is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information that is incorporated by reference in the Registration Statement or the Prospectus, as the case may be. All references in this Agreement to the Registration Statement, the Prospectus or any amendment or supplement to any of the foregoing shall be deemed to include the copy filed with the Commission pursuant to XXXXX; all references in this Agreement to any Issuer Free Writing Prospectus (other than any Issuer Free Writing Prospectuses that, pursuant to Rule 433, are not required to be filed with the Commission) shall be deemed to include the copy thereof filed with the Commission pursuant to XXXXX; and all references in this Agreement to “supplements” to the Prospectus shall include, without limitation, any supplements, “wrappers” or similar materials prepared in connection with any offering, sale or private placement of any Placement Shares by the Agent outside of the United States. [Signature Page Follows] ​ If the foregoing correctly sets forth the understanding between the Company and the Agent, please so indicate in the space provided below for that purpose, whereupon this letter shall constitute a binding agreement between the Company and the Agent. ​ ​ ​ ​ ​ ​ Very truly yours, ​ ​ ​ ​ ​ PERPETUA RESOURCES CORP. ​ ​ ​ ​ By: /s/ Xxxxxxx Xxxxxxx ​ ​ Name: Xxxxxxx Xxxxxxx ​ ​ Title: Chief Financial Officer ​ ​ ​ 45 ​ ​ ACCEPTED as of the date first-above written: ​ ​ ​ ​ ​ CANTOR XXXXXXXXXX & CO. ​ ​ ​ ​ By: /s/ Xxxx Xxxxxx ​ ​ Name: Xxxx Xxxxxx ​ ​ Title: Global Head of Investment Banking ​ ​ SCHEDULE 1 Form of Placement Notice ​ From: Perpetua Resources Corp. ​ ​ To: Cantor Xxxxxxxxxx & Co. ​ Attention: [·] Subject: Placement Notice Date: [·], 20[·] ​ Ladies and Gentlemen: Pursuant to the terms and subject to the conditions contained in the Sales Agreement between Perpetua Resources Corp., a corporation incorporated under the Business Corporations Act (British Columbia) and having its head office located in Boise, Idaho (the “Company”), and Cantor Xxxxxxxxxx & Co. (“Agent”), dated May 12, 2023, the Company hereby requests that the Agent sell up to [·] of the Company’s common shares wi...

Qualifying Authorities has the meaning given to it in the third paragraph of this Agreement;

Qualifying Authorities has the meaning provided in paragraph (a) of Section 1A of this Agreement.