Attributes of the Offered Securities Clause Samples

Attributes of the Offered Securities. The Offered Securities to be issued and sold by the Corporation hereunder will be duly and validly created and issued by the Corporation and, when issued by the Corporation, such Offered Securities will have the rights, privileges, restrictions and conditions that conform in all material respects to the rights, privileges, restrictions and conditions set forth in the Offering Documents.
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Attributes of the Offered Securities. The Offered Securities to be sold by the Corporation hereunder shall have the rights, privileges, restrictions and conditions that conform in all material respects to the rights, privileges, restrictions and conditions set forth in the Offering Documents.
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Attributes of the Offered Securities. (1) The Offered Securities to be sold by the Corporation hereunder shall have the rights, privileges, restrictions and conditions that conform in all material respects to the rights, privileges, restrictions and conditions set forth in the Offering Documents. (2) The Underwriters severally agree not to offer or sell the Offered Securities in such a manner as to require registration of any of them or the filing of a prospectus or any similar document under the laws of any jurisdiction outside the Qualifying Jurisdictions and to distribute or offer the Offered Securities only in the Qualifying Jurisdictions and in accordance with all Applicable Securities Laws. However, the Corporation and each Underwriter acknowledge that, in the event of any offer, sale or resale of the Offered Securities in the United States or to, or for the account or benefit of, U.S. Persons, the Underwriters acting through their U.S. Affiliates will offer, sell and resell the Offered Securities in the United States or to, or for the account or benefit of, U.S. Persons only to Qualified Institutional Buyers or Accredited Investors, all in accordance with Schedule “B”, which terms and conditions are hereby incorporated by reference in and shall form a part of this Agreement, provided that no such action on the part of the Underwriters or their U.S. Affiliates shall in any way oblige the Corporation to register any Offered Securities under the U.S. Securities Act or the securities laws of any state of the United States. Any agreements between the Underwriters and the members of any selling group will contain restrictions which are substantially the same as those contained in this Section 2. (3) Notwithstanding the foregoing, an Underwriter will not be liable to the Corporation under this section or Schedule “B” with respect to a violation by another Underwriter or its U.S. Affiliate(s) of the provisions of this section or Schedule “B” if the former Underwriter or its U.S. Affiliate, as applicable, is not itself also in violation.
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Attributes of the Offered Securities. 2.1 The Debentures to be issued and sold under this Agreement by the Corporation will, upon receipt of payment therefor by the Corporation, be duly and validly created and issued by the Corporation and the Debentures will, among other things: (a) have the Maturity Date and interest rate as contemplated herein; (b) be convertible at the option of the holder into Common Shares at any time prior to the earlier of the close of business on the business day immediately preceding the Maturity Date and the business day immediately preceding the date specified by the Corporation for redemption of the Debentures at the Conversion Price; (c) be redeemable by the Corporation, in whole or in part, (i) on or after January 31, 2021 and prior to January 31, 2023 at a price equal to their principal amount plus accrued and unpaid interest, provided that the daily volume weighted average price of the Common Shares on the TSX, averaged for the 20 consecutive trading days ending five trading days preceding the date of notice of redemption (or, if Common Shares are not listed on the TSX or any other market, the fair market value of the Common Shares as determined by an independent financial advisor retained by the Corporation) is not less than 125% of the Conversion Price and (ii) on or after January 31, 2023 and prior to the Maturity Date, at any time at a price equal to their principal amount plus accrued and unpaid interest; and (d) rank subordinate to all existing and future senior secured and senior unsecured indebtedness (as described in the Offering Documents), and will otherwise have the attributes described in the Offering Documents, subject to those modifications or changes (if any) prior to the Closing Date as may be agreed to in writing by the Corporation and the Underwriters.
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Attributes of the Offered Securities. The Firm Receipts and Offered Debentures to be issued and sold under this agreement by the Trust and the Over-Allotment Option Receipts which may be issued to the Underwriters pursuant to the exercise of the Over-Allotment Option, the Trust Units issuable pursuant to the Offered Receipts and the Trust Units issuable upon conversion, redemption or maturity of the Offered Debentures will be duly and validly created and reserved by the Trust and, when issued and sold by the Trust, those securities will have the attributes set out in the Indenture and the Subscription Receipt Agreement as substantially described in the Prospectus, subject to those modifications or changes (if any) prior to the Closing Date as may be agreed to in writing by the Trust and the Underwriters.
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Attributes of the Offered Securities. 2.1 The Debentures to be issued and sold under this Agreement by the Corporation will, upon receipt of payment therefor by the Corporation, be duly and validly created and issued by the Corporation and the Debentures will, among other things: (a) have the Initial Maturity Date and a Final Maturity Date as contemplated herein and the Maturity Date will only be extended from the Initial Maturity Date to the Final Maturity Date if the Ridgeline Acquisition Closing is completed on or before the Termination Date; (b) if: (i) the Ridgeline Acquisition Closing does not occur on or before 5:00 p.m. (Toronto time) on the Initial Maturity Date; (ii) the Ridgeline Stock Purchase Agreement is terminated prior to the Initial Maturity Date; or (iii) the Corporation advises the Underwriters or announces to the public that it does not intend to proceed with the Ridgeline Acquisition (the date of the occurrence of the earliest of (i), (ii) and (iii) being the “Termination Date”), have a Maturity Date that will remain the Initial Maturity Date; (c) if the Debentures mature on the Initial Maturity Date, entitle such holders of the Debentures to receive, on or prior to the third business day following the Initial Maturity Date, an amount in lawful money of Canada equal to the offering price therefor plus accrued and unpaid interest thereon; (d) be convertible at the option of the holder into Common Shares at any time prior to the earlier of the close of business on the Maturity Date and the business day immediately preceding the date specified by the Corporation for redemption of the Debentures at the Conversion Price; (e) be redeemable by the Corporation, in whole or in part, (i) on or after December 31, 2015 and prior to December 31, 2017 at a price equal to their principal amount plus accrued and unpaid interest, provided that the volume weighted average price of the Common Shares on the TSX for the 20 consecutive trading days ending five trading days preceding the date of notice of redemption (or, if Common Shares are not listed on the TSX or any other market, the fair market value of the Common Shares as determined by an independent financial advisor retained by the Corporation) is not less than 125% of the Conversion Price and (ii) on or after December 31, 2017 and prior to the Final Maturity Date, at any time at a price equal to their principal amount plus accrued and unpaid interest; and (f) rank subordinate to all existing and future senior secured and senior unsecur...
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Attributes of the Offered Securities. The Offered Securities to be issued and sold under this Agreement by the Company will be duly and validly created and issued by the Company and when issued and sold by the Company, those securities that constitute warrants will have the attributes set out in the Warrant Indenture, as described in the Prospectus Supplement, subject to those modifications or changes (if any) prior to the Closing Date as may be agreed to in writing by the Company and the Agents and evidenced by the executed version of the Warrant Indenture. The Compensation Option Securities to be issued as part of the consideration owed to the Agents as described herein above will be duly and validly created and issued by the Company and when issued by the Company to the Agents, those securities will have the attributes as described in the Prospectus Supplement, subject to those modifications or changes (if any) prior to the Closing Date as may be agreed to in writing by the Company and the Agents.
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Related to Attributes of the Offered Securities

  • Offered Securities The Offered Securities have been duly authorized and when issued and delivered against payment by the Underwriters pursuant to this Agreement, will be validly issued.

  • Authorization of the Offered Securities The Offered Securities to be sold by the Company through the Underwriters have been duly and validly authorized by all required corporate action and have been reserved for issuance and sale pursuant to this Agreement and, when so issued and delivered by the Company, will be validly issued, fully paid and non-assessable, free and clear of all Liens (as defined in sub-section (r)) imposed by the Company. The Company has sufficient Ordinary Shares for the issuance of the maximum number of Offered Securities issuable pursuant to the Offering as described in the Prospectus.

  • Purchase Sale and Delivery of the Offered Securities Unless otherwise specified in the Underwriting Agreement, payment for the Offered Securities shall be made by certified or official bank check or checks payable to the order of the Depositor in immediately available or next day funds, at the time and place set forth in the Underwriting Agreement, upon delivery to the Representative for the respective accounts of the several Underwriters of the Offered Securities registered in definitive form and in such names and in such denominations as the Representative shall request in writing not less than five full business days prior to the date of delivery. The time and date of such payment and delivery with respect to the Offered Securities are herein referred to as the "Closing Date".

  • Proceeds of the Offering No proceeds from the sale of the Public Securities (excluding underwriting compensation) or the Placement Securities will be paid to any FINRA member participating in the Offering, or any persons associated or affiliated with a member of FINRA participating in the Offering, except as specifically authorized herein.

  • New Securities “New Securities” shall mean any Common Stock or Preferred Stock of the Company, whether now authorized or not, and rights, options or warrants to purchase such Common Stock or Preferred Stock, and securities of any type whatsoever that are, or may become, convertible or exchangeable into such Common Stock or Preferred Stock; provided, however, that the term “New Securities” does not include: