Appointment of Agent for Service of Process and Undertaking (f-x)
March 03 2020 - 04:13PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM F-X
APPOINTMENT
OF AGENT FOR SERVICE
OF PROCESS AND UNDERTAKING
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A.
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Name of issuer or person filing (“Filer”): Profound Medical Corp.
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B.
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(1) This is [check one]:
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☒
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an original filing for the Filer
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☐
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an amended filing for the Filer
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(2)
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Check the following box if you are filing the Form F-X in paper in accordance with Regulation S-T Rule 101(b)(9) ☐
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C.
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Identify the filing in conjunction with which this form is being filed:
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Name of Registrant:
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Profound Medical Corp.
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Form type:
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Registration Statement on Form 40-F
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File Number (if known):
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001-39032
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Filed by:
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Profound Medical Corp.
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Date Filed (if filed concurrently, so indicate):
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March 3, 2020 (filed concurrently)
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D.
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The Filer is incorporated or organized under the laws of Ontario, Canada and has its principal place of business at
2400 Skymark Avenue, Unit 6, Mississauga, Ontario L4W 5K5 (telephone: (647) 476-1350).
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E.
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The Filer designates and appoints Corporation Services Company (“Agent”), located at 1180 Avenue of the
Americas, Suite 210, New York, NY 10036, Attention: Robert O’Byrne, Vice President (telephone: (212) 299-5600) as the
agent of the Filer upon whom may be served any process, pleadings, subpoenas, or other papers in:
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(a)
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any investigation or administrative proceeding conducted by the Commission; and
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(b)
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any civil suit or action brought against the Filer or to which the Filer has been joined as defendant or respondent, in any
appropriate court in any place subject to the jurisdiction of any state or of the United States or of any of its territories or
possessions or of the District of Columbia, where the investigation, proceeding or cause of action arises out of or relates to
or concerns: (i) any offering made or purported to be made in connection with the securities registered or qualified by the Filer
on Form 40-F on March 3, 2020 or any purchases or sales of any security in connection therewith; (ii) the securities in relation
to which the obligation to file an annual report on Form 40-F arises, or any purchases or sales of such securities; (iii) any tender
offer for the securities of a Canadian issuer with respect to which filings are made by the Filer with the Commission on Schedule
13E-4F, 14D-1F or 14D-9F; or (iv) the securities in relation to which the Filer acts as trustee pursuant to an exemption under
Rule 10a-5 under the Trust Indenture Act of 1939. The Filer stipulates and agrees that any such civil suit or action or administrative
proceeding may be commenced by the service of process upon, and that service of an administrative subpoena shall be effected by
service upon such agent for service of process, and that service as aforesaid shall be taken and held in all courts and administrative
tribunals to be valid and binding as if personal service thereof had been made.
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F.
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The Filer stipulates and agrees to appoint a successor agent for service of process and file an amended Form F-X if the Filer
discharges the Agent or the Agent is unwilling or unable to accept service on behalf of the Filer at any time until six years have
elapsed from the date the issuer of the securities to which such forms and schedules relate has ceased reporting under the Exchange
Act. The Filer further undertakes to advise the Commission promptly of any change to the Agent’s name or address during the
applicable period by amendment of this Form, referencing the file number of the relevant form in conjunction with which the amendment
is being filed.
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G.
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The Filer undertakes to make available, in person or by telephone, representatives to respond to inquiries made by the Commission
staff, and to furnish promptly, when requested to do so by the Commission staff, information relating to the forms, schedules,
and offering statements described in General Instructions I.(a), I.(b), I.(c), I.(d) and I.(f) of this Form, as applicable; the
securities to which such forms, schedules and offering statements relate, and the transaction in such securities.
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The Filer certifies that it has duly caused this power of attorney,
consent, stipulation and agreement to be signed on its behalf by the undersigned, thereto duly authorized, in the City of Mississauga,
Province of Ontario, Country of Canada this 3rd day of March, 2020.
Filer:
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PROFOUND MEDICAL CORP.
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By:
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/s/ Aaron Davidson
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Name: Aaron Davidson
Title: Chief Financial Officer
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This statement has been signed by the following person in the
capacity and on the date indicated:
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CORPORATION SERVICES COMPANY
As U.S. agent for service of process
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By:
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/s/ Robert O’Bryne
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Name: Robert O’Byrne
Title: Vice President
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Dated March 3, 2020
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