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NOTICE OF AGREEMENT AMONG PROVINCIAL AND TERRITORIAL SECURITIES REGULATORY AUTHORITIES TRANSFERRING AND ASSIGNING TRADE-MARK TO THE ALBERTA SECURITIES COMMISSION



January 23, 2014

The provincial and territorial securities regulatory authorities have recently entered an agreement transferring and assigning the SEDAR trade-mark to the Alberta Securities Commission.

The agreement is being published today in the Bulletin in accordance with section 143.10 of the Securities Act. This agreement was delivered to the Minister of Finance on January 20, 2014, and is subject to Ministerial approval.

Questions may be referred to:

Minami Ganaha
Senior Legal IT Counsel
General Counsel's Office
(416) 593-8170
mganaha@osc.gov.on.ca

 

TRADE-MARK TRANSFER AND ASSIGNMENT

WHEREAS the CANADIAN SECURITIES ADMINISTRATORS (the "Association"), an association comprised of the Alberta Securities Commission; the British Columbia Securities Commission; the Manitoba Securities Commission; the New Brunswick Securities Commission; the Financial Services Regulation Division, Service NL, Government of Newfoundland and Labrador; the Department of Justice, Office of the Superintendent of Securities, Government of the Northwest Territories; the Nova Scotia Securities Commission; the Office of the Superintendent of Securities for Nunavut, Department of Justice, Government of Nunavut; the Ontario Securities Commission; the Consumer, Labour and Financial Services Division, Department of Environment, Labour and Justice, Government of Prince Edward Island; the Autorité des marchés financiers; the Financial and Consumer Affairs Authority of Saskatchewan; and, the Office of the Yukon Superintendent of Securities, Department of Community Services, Corporate Policy and Consumer Affairs Division, Corporate Affairs Branch, Government of Yukon, (collectively, the "Administrators"), and whose principal office or place of business is c/o Attention: CSA IT Systems Office, Ontario Securities Commission, Suite 1903, 20 Queen Street West, Toronto, Ontario, M5H 3S8, Canada, are desirous of selling, assigning, conveying, transferring and setting over to the Alberta Securities Commission (the "Assignee"), the full post office address of whose principal office or place of business is: Suite 600, 250-5th Street SW, Calgary, Alberta, T2P 0R4, all of Association's right, title, interest and benefit in and to the trade-mark SEDAR (the "Trade-mark"), including pursuant to Canadian registration No. TMA 474,211 issued on April 7, 1997, and further including any and all goodwill pertaining thereto, and any and all rights relating thereto that may arise at law, and all rights of action resulting from prior infringement or other unauthorized use thereof, and all of its rights to oppose applications for the registration of similar or confusing trade-marks, and any and all rights of priority exercisable in Canada or elsewhere and resulting from the filing of the Trade-mark, as well as any applications corresponding thereto and any previously filed applications in respect thereof under international conventions (the "Trade-mark Rights");

AND WHEREAS, the Administrators, which in the order presented above, have respective principal offices or places of business at Suite 600, 250-5th Street SW, Calgary, Alberta, T2P 0R4; P.O. Box 10142, Pacific Centre, 701 West Georgia Street, Vancouver, British Columbia, V7Y 1L2; 500 -- 400 St. Mary Avenue, Winnipeg, Manitoba, R3C 4K5; 85 Charlotte Street, Suite 300, Saint John, New Brunswick, E2L 2J2; 2nd Floor, West Block Confederation Building, P.O. Box 8700, St. John's, Newfoundland and Labrador, A1B 4J6; 1st Floor Stuart M. Hodgson Building, 5009 -- 49th Street, P.O. Box 1320, Yellowknife, Northwest Territories, X1A 2L9; Duke Tower, Suite 400, 5251 Duke St., P.O. Box 458, Halifax, Nova Scotia, B3J 2P8; 1st Floor, Brown Building, P.O. Box 1000 -- Station 570, Iqaluit, Nunavut, X0A 0H0; Box 55, Suite 1903 -- 20 Queen Street West, Toronto, Ontario, M5H 3S8; 95 Rochford Street, 4th Floor, Shaw Building, Charlottetown, Prince Edward Island, C1A 7N8; Place de la Cité, tour Cominar, 2640, boulevard Laurier, 3e étage, Québec, Québec, G1V 5C1; 601 -- 1919 Saskatchewan Drive, Regina, Saskatchewan, S4P 4H2; 307 Black Street, 1st Floor, Whitehorse, Yukon, Y1A 2N1, are likewise each desirous of selling, assigning, conveying, transferring and setting over to the Assignee all of their right, title, interest and benefit, if any, in and to the Trade-mark Rights;

NOW THEREFORE, in consideration of the sum of one dollar ($1.00) and other good and valuable consideration paid to it by the Assignee, the receipt and sufficiency of which is hereby acknowledged, the Association does hereby sell, assign, convey, transfer and set over to the Assignee its entire right, title, interest and benefit in and to the Trade-mark and the Trade-mark Rights, and each of the Administrators does hereby sell, assign, convey, transfer and set over to Assignee its respective entire right, title, interest and benefit, if any, in and to the Trade-mark and the Trade-mark Rights, the said Trade-mark and Trade-mark Rights to be held and enjoyed as fully and exclusively as the same would have been held and enjoyed by the Association and the Administrators (collectively the "Assignors") had this sale, assignment, conveyance, transfer and setting over not been made.

AND ASSIGNORS, other than the Alberta Securities Commission, on behalf of themselves and their successors, assigns, nominees or other legal representatives, do hereby covenant and agree to do all such lawful acts and things and to execute and deliver without further consideration such further lawful assignments, instruments, assurances, applications and other documents as may reasonably be required by the Assignee, or by its successors, assigns, nominees or other legal representatives, to vest or secure the Trade-mark and Trade-mark Rights in the Assignee, and in the Assignee's successors, assigns, nominees or other legal representatives.

AND ASSIGNEE agrees and acknowledges that this sale, assignment, conveyance, transfer and setting over is being effected on an "AS IS" basis, without warranty or condition of any kind, including any implied warranties or conditions of merchantable quality, merchantability, fitness for a particular purpose, validity or non-infringement of third-party rights, whether arising at law, in equity or by a course of dealing or usage of trade.

THIS ASSIGNMENT may be executed in any number of counterparts, each of which will be deemed to be an original, and all of which taken together will be deemed to constitute one and the same instrument, and shall be effective to transfer the Assignors' entire right, title, interest, property, and benefit to the Assignee on the day of the last execution of this Assignment.

IN WITNESS WHEREOF, the Alberta Securities Commission, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Calgary, Alberta, this 28th day of March, 2013.

ALBERTA SECURITIES COMMISSION
 
Per:
"David C. Linder"
_______________
Name:
David C. Linder
Title:
Executive Director
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the British Columbia Securities Commission, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Vancouver, this 2nd day of April, 2013.

BRITISH COLUMBIA SECURITIES COMMISSION
 
Per:
"Paul C. Bourque"
_______________
Name:
Paul C. Bourque
Title:
Executive Director
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Manitoba Securities Commission, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Winnipeg, MB, this 25th day of March, 2013.

MANITOBA SECURITIES COMMISSION
 
Per:
"Don Murray"
_______________
Name:
Don Murray
Title:
Chair
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the New Brunswick Securities Commission, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Saint John, this 28th day of March, 2013.

NEW BRUNSWICK SECURITIES COMMISSION
 
Per:
"R Hancox"
_______________
Name:
R. Hancox
Title:
Executive Director
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Financial Services Regulation Division, Service NL (formerly and most recently known as the Financial Services Regulation Division, Department of Government Services, formerly and previously known as the Financial Services Regulation Division, Department of Government Services and Lands, formerly and previously known as Department of Government Services and Lands, Securities Division, formerly and previously known as the Newfoundland Department of Justice, Securities Division), Government of Newfoundland and Labrador, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at St. John's, this 16th day of December, 2013.

HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF NEWFOUNDLAND AND LABRADOR, AS REPRESENTED BY FINANCIAL SERVICES REGULATION DIVISION, SERVICE NL, GOVERNMENT OF NEWFOUNDLAND AND LABRADOR
 
Per:
"Douglas Connolly"
_______________
Name:
Douglas Connolly
Title:
Director, Financial Services Regulation
 
Witnessed by:
 
Name:
"Witness"
_______________
 
HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF NEWFOUNDLAND AND LABRADOR, AS REPRESENTED BY THE MINISTER OF MUNICIPAL ABD INTERGOVERNEMENTAL AFFAIRS, GOVERNMENT OF NEWFOUNDLAND AND LABRADOR
 
Per:
"Sean Dutton"
_______________
Name:
Sean Dutton
Title:
Deputy Minister
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Department of Justice, Office of the Superintendent of Securities (formerly known as the Northwest Territories Department of Justice, Securities Registry), Government of the Northwest Territories, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Yellowknife, NWT, this 28th day of March, 2013.

DEPARTMENT OF JUSTICE, OFFICE OF THE SUPERINTENDENT OF SECURITIES, GOVERNMENT OF THE NORTHWEST TERRITORIES
 
Per:
"Donn MacDougall"
_______________
Name:
Donn MacDougall
Title:
Deputy Superintendent of Securities, Legal & Enforcement
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Nova Scotia Securities Commission, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Halifax, this 2 day of April, 2013.

NOVA SCOTIA SECURITIES COMMISSION
 
Per:
"Sarah Bradley"
_______________
Name:
Sarah Bradley
Title:
Chair
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Office of the Superintendent of Securities for Nunavut, Department of Justice, Government of Nunavut (a successor in part to the Department of Justice, Office of the Superintendent of Securities (formerly known as the Northwest Territories Department of Justice, Securities Registry), Government of the Northwest Territories), by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Iqaluit, Nunavut, this 24th day of March, 2013.

OFFICE OF THE SUPERINTENDENT OF SECURITIES FOR NUNAVUT, DEPARTMENT OF JUSTICE, GOVERNMENT OF NUNAVUT
 
Per:
"Louis Arki"
_______________
Name:
Louis Arki
Title:
Superintendent of Securities
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Ontario Securities Commission, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Toronto, Ontario, this 28th day of March, 2013.

ONTARIO SECURITIES COMMISSION
 
Per:
"Maureen Jensen"
_______________
Name:
Maureen Jensen
Title:
Executive Director and CAO
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Consumer, Labour and Financial Services Division, Department of Environment, Labour and Justice, (formerly and most recently known as the Consumer, Corporate and Insurance Division, Office of the Attorney General, and formerly and previously known as Department of Provincial Affairs and Attorney General), Government of Prince Edward Island, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at _______________, this _____ day of __________, 2013.

CONSUMER, LABOUR AND FINANCIAL SERVICES DIVISION, DEPARTMENT OF ENVIRONMENT, LABOUR AND JUSTICE, GOVERNMENT OF PRINCE EDWARD ISLAND
 
Per:
"Janice A. Sherry"
_______________
Name:
Janice A. Sherry
Title:
Minister & Attorney General
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF, the Autorité des marchés financiers (formerly known as the Commission des valeurs mobilières du Québec), by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at _______________, this _____ day of __________, 2013.

AUTORITÉ DES MARCHéS FINANCIERS
 
Per:
"Mario Albert"
_______________
Name:
Mario Albert
Title:
PDG
 
Witnessed by:
 
Name:
_______________

 

IN WITNESS WHEREOF, the Financial and Consumer Affairs Authority of Saskatchewan (successor in interest to the Saskatchewan Financial Services Commission, in turn a successor in interest to the Saskatchewan Securities Commission), by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Regina, SK, this 2nd day of April, 2013.

FINANCIAL AND CONSUMER AFFAIRS AUTHORITY OF SASKATCHEWAN
 
Per:
"Dave Wild"
_______________
Name:
Dave Wild
Title:
Chair & CEO
 
Witnessed by:
 
Name:
"Witness"
_______________

 

IN WITNESS WHEREOF the Office of the Yukon Superintendent of Securities, Department of Community Services, Corporate Policy and Consumer Affairs Division, Corporate Affairs Branch (formerly and most recently known as the Yukon Securities Office, Corporate Affairs Branch, Consumer and Protective Services, Department of Community Services, and formerly and previously known as Yukon Territory Department of Justice, Registrar of Securities), Government of Yukon, by itself and for and on behalf of the Association, has by its authorized signing officer executed this Trade-mark Transfer and Assignment on the day and year set forth below.

DATED at Whitehorse, this 15 day of May, 2013.

OFFICE OF THE YUKON SUPERINTENDENT OF SECURITIES, DEPARTMENT OF COMMUNITY SERVICES, CORPORATE POLICY AND CONSUMER AFFAIRS DIVISION, CORPORATE AFFAIRS BRANCH, GOVERNMENT OF YUKON
 
Per:
"Frederik Pretorius"
_______________
Name:
Frederik Pretorius
Title:
Superintendent of Securities
 
Witnessed by:
 
Name:
"Witness"
_______________