Conditions and Closing Sample Clauses
The "Conditions and Closing" clause defines the specific requirements that must be satisfied before a transaction can be finalized and the closing can occur. Typically, these conditions may include obtaining regulatory approvals, delivering necessary documents, or ensuring that all representations and warranties remain true up to the closing date. This clause ensures that both parties have met their obligations and that any outstanding issues are resolved before the transaction is completed, thereby reducing the risk of disputes and providing a clear framework for the closing process.
Conditions and Closing. 4.1 Closing of the offering of the Units (the “Closing”) shall occur on or before August 31, 2008, or on such other date as may be determined by the Company (the “Closing Date”). The Company may, at its discretion, elect to close the offering in one or more closings, in which event the Company may agree with one or more subscribers (including the Subscriber hereunder) to complete delivery of the Shares and the Warrants to such subscriber(s) against payment therefor at any time on or prior to the Closing Date.
4.2 The Subscriber acknowledges that the certificates representing the Shares and the Warrants will be available for delivery upon Closing provided that the Subscriber has satisfied the requirements of Section 3 hereof and the Company has accepted this Subscription Agreement.
Conditions and Closing. 4.1 The Closing Date will occur on such date as may be determined by the Issuer in its sole discretion. The Issuer may, at its discretion, elect to close the Offering in one or more closings.
4.2 The Closing is conditional upon and subject to:
(a) the Issuer having obtained all necessary approvals and consents, including applicable regulatory approvals, for the Offering;
(b) the issue and sale of the Units being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities laws relating to the sale of the Units, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum; and
(c) the Issuer having obtained the approval of the Exchange for the Offering.
4.3 The Subscriber acknowledges that the certificates representing the Shares and the Warrants will be available for delivery within five business days of the Closing Date, provided that the Subscriber has satisfied the requirements of Section 3 hereof and the Issuer has accepted this Agreement.
Conditions and Closing. 4.1 The Closing Date will occur on such date as may be determined by the Issuer in its sole discretion. The Issuer may, at its discretion, elect to close the Offering in one or more closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber) to complete delivery of the Note to such purchaser(s) against payment therefor at any time on or prior to the Closing Date.
4.2 The Closing is conditional upon and subject to:
(a) the Issuer having obtained all necessary approvals and consents, including regulatory approvals for the Offering; and
(b) the issue and sale of the Note being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities laws relating to the sale of the Notes, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum.
4.3 The Subscriber acknowledges that the certificates representing the Note will be available for delivery within two business days of the Closing Date, provided that the Subscriber has satisfied the requirements of Section 3.1 hereof and the Issuer has accepted this Agreement.
Conditions and Closing. The Subscriber acknowledges that the Note will be available for delivery within five (5) Business Days of the Issuer’s acceptance of the subscription hereunder, provided that the Subscriber has satisfied the requirements of Section 3 hereof and the Issuer has accepted this Agreement.
Conditions and Closing. 4.1 The Closing is conditional upon the issue and sale of the Note being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities laws relating to the sale of the Note, or the Company having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum.
4.2 The Subscriber acknowledges that the certificate representing the Note will be available for delivery upon the Closing, provided that the Subscriber has satisfied the requirements of Section 3 hereof and the Company has accepted this Agreement.
Conditions and Closing. 4.1 The Closing shall occur on such date as may be determined by the Issuer. The Issuer may, at its discretion, elect to close the Offering in one or more closings, in which event the Issuer may agree with one or more purchasers (including the Subscriber to this Agreement) to complete delivery of the Common Shares to such purchaser(s) against payment therefor at any time on or prior to or after the Closing Date.
4.2 The Closing (including the closing of this Subscription) is conditional upon and subject to:
(a) the Subscriber having properly completed, signed and delivered this Subscription, and the relevant Appendices, to the Issuer;
(b) the Issuer having accepted this Subscription;
(c) payment by the Subscriber of the aggregate Subscription Amount payable to the Issuer, in accordance with the instructions on page 2 of this Agreement;
(d) the Issuer having obtained all necessary approvals and consents, including regulatory approvals for the Offering and approval from the board of directors of the Issuer; and
(e) the issue and sale of the Common Shares being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation relating to the sale of the Common Shares, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum.
4.3 At Closing, the Issuer will deliver to the Subscriber the Common Share certificates representing the Common Shares purchased by the Subscriber registered in the name of the Subscriber or its nominee.
Conditions and Closing. 4.1 Closing of the purchase and sale of the Shares shall occur on or before June 30, 2010, or on such other date as may be determined by the Company in its sole discretion (the “Closing Date”). The Subscriber acknowledges that Shares may be issued to other subscribers under this offering (the “Offering”) before or after the Closing Date. The Company, may, at its discretion, elect to close the Offering in one or more closings, in which event the Company may agree with one or more subscribers (including the Subscriber hereunder) to complete delivery of the Shares to such subscriber(s) against payment therefore at any time on or prior to the Closing Date.
4.2 The Subscriber acknowledges that the certificates representing the Shares and the Warrants will be available for delivery upon Closing provided that the Subscriber has satisfied the requirements of Section 3 hereof and the Company has accepted this Subscription Agreement.
Conditions and Closing. 4.1 The closing of the sale of the Note to the Subscriber (the “Closing”) shall occur on or before April 15, 2014, or on such other date as may be determined by the Company in its sole discretion (the “Closing Date”).
4.2 The Closing is conditional upon and subject to:
(a) the Company having obtained all necessary approvals and consents, including regulatory approvals for the Offering; and
(b) the issue and sale of the Securities being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation relating to the sale of the Securities, or the Company having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum.
4.3 On the Closing Date, the Subscriber acknowledges that the certificates representing the Note will be available for delivery, provided that the Subscriber has satisfied the requirements of Section 3 hereof and the Company has accepted this Agreement.
Conditions and Closing. 4.1 Any and all closings (each a “Closing”) are conditional upon and subject to:
(a) the Issuer having received subscription proceeds to purchase Securities under the Offering in aggregate amount equal to or greater than the minimum offering amount, if any, and no more than the maximum offering under the Applicable Exemption;
(b) the Issuer having obtained any necessary approvals, waivers, and consents;
(c) the issue and sale of the Securities being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities legislation relating to the sale of the Securities, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum, unless the Subscriber is purchasing the Securities under the Offering Memorandum Exemption as part of the Offering Memorandum Offering, has received the Offering Memorandum, and has executed and delivered Schedule 10, Schedule 11, and any other requirements as set out in Section 3.7;
(d) the Subscriber having delivered all the documents set out in Section 3.1, including those certificates, risk acknowledgements, and other documents required under the Applicable Exemption as described in Article 3;
(e) the Subscriber having made the Payment; and
(f) the Issuer having accepted the Subscription made by the Subscriber as evident only by the signature of its authorized person on the first page of this Agreement.
4.2 Upon satisfaction of the conditions set out in Section 4.1, subject to subsections 4.2(a) and (b), the Closing shall occur on any date or dates as may be determined by the Issuer in its sole discretion.
(a) For subscribers under the Retail Offering, upon the passing of the Cooling-Off Period, or if triggered, the Notice Period.
(b) For subscribers under the Crowdfunding Offering, the Closing shall occur no later 90 days after the date the Offering Document is certified in item 13 thereof.
4.3 At Closing, this Subscription Agreement will have been duly executed and delivered by the Issuer and will constitute a legal, valid, and binding agreement of the Issuer enforceable against it in accordance with its terms.
Conditions and Closing. 4.1 The date of the Closing (the “Closing Date”) will occur on such date or dates as may be determined by the Issuer in its sole discretion. The Issuer may, at its discretion, elect to close the Offering in one or more closings.
4.2 The Closing will be conditional upon and subject to:
(a) the Issuer obtaining all necessary approvals and consents for the Offering;
(b) the Issuer receiving a completed copy of this Agreement, the applicable Questionnaires and the Subscription Amount; and
(c) the issue and sale of the Shares being exempt from the requirement to file a prospectus and the requirement to deliver an offering memorandum under applicable securities laws relating to the sale of the Shares, or the Issuer having received such orders, consents or approvals as may be required to permit such sale without the requirement to file a prospectus or deliver an offering memorandum.
4.3 The Subscriber acknowledges that a certificate representing the Shares will be available for delivery to the Subscriber within five business days of the Closing Date.