Representation Date definition
Examples of Representation Date in a sentence
Notwithstanding the foregoing, if the Company subsequently decides to sell Placement Shares following a Representation Date when the Company relied on such waiver and did not provide the Agents with a Representation Date Certificate, then before the Company delivers the Placement Notice or the Agents sell any Placement Shares, the Company shall provide the Agents with a Representation Date Certificate, dated the date of the Placement Notice.
This Representation Date Certificate (this “Certificate”) is executed and delivered in connection with Section 7(l) of the Sales Agreement (the “Agreement”), dated September 15, 2025, and entered into between Helius Medical Technologies, Inc., a Delaware corporation (the “Company”), Clear Street LLC (“Clear Street”), and Maxim Group LLC (“Maxim” and together with Clear Street, each an “Agent” and together, the “Agents”).
Any certificate signed by any officer of the Company or any of its subsidiaries and delivered to any Underwriter or to counsel for the Underwriters in connection with the offering of the Notes shall be deemed a representation and warranty by the Company to each Underwriter as to the matters covered thereby on the date of such certificate and, unless subsequently amended or supplemented, at each Representation Date subsequent thereto.
Within five (5) Trading Days of each Representation Date, the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request.