Common use of Blue Sky and Other Qualifications Clause in Contracts

Blue Sky and Other Qualifications. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 9 contracts

Samples: Underwriting Agreement (Carvana Co.), Underwriting Agreement (Carvana Co.), Underwriting Agreement (Carvana Co.)

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Blue Sky and Other Qualifications. The Company will use its reasonable best effortsarrange, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, sale under the applicable securities laws of such states and other applicable jurisdictions (domestic or foreign) as the Representatives Representative may reasonably designate (with the Company’s consent) and to maintain such qualifications and exemptions in effect for so long as required for a period of not less than one year from the distribution of the Securitiesdate hereof; provided, however, that the Company shall not be obligated to take any action which would reasonably result in it having to file any general consent to service of process or to qualify as a foreign corporation or as a broker or dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 4 contracts

Samples: Underwriting Agreement (Seanergy Maritime Holdings Corp.), Underwriting Agreement (Seanergy Maritime Holdings Corp.), Underwriting Agreement (Seanergy Maritime Holdings Corp.)

Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the UnderwritersAgent, to qualify the Securities Placement Shares for offering and sale, or to obtain an exemption for the Securities Placement Shares to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) in the United States as the Representatives Agent may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the SecuritiesPlacement Shares; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 4 contracts

Samples: Agreement (SEACOR Marine Holdings Inc.), Jakks Pacific Inc, Jakks Pacific Inc

Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the UnderwritersAgents, to qualify the Securities Placement Shares for offering and sale, or to obtain an exemption for the Securities Placement Shares to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) in the United States as the Representatives Agents may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the SecuritiesPlacement Shares; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 2 contracts

Samples: Sales Agreement (CareCloud, Inc.), Sales Agreement (CareCloud, Inc.)

Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the UnderwritersMLV, to qualify the Placement Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives MLV may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the Placement Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 2 contracts

Samples: Sales Agreement (Ashford Hospitality Trust Inc), Sales Agreement (Aimco Properties Lp)

Blue Sky and Other Qualifications. The Company will use its reasonable best effortsarrange, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, sale under the applicable securities laws of such states and other applicable jurisdictions (domestic or foreign) as the Representatives Representative may reasonably designate (with the Company's consent) and to maintain such qualifications and exemptions in effect for so long as required for a period of not less than one year from the distribution of the Securitiesdate hereof; provided, however, that the Company shall not be obligated to take any action which would reasonably result in it having to file any general consent to service of process or to qualify as a foreign corporation or as a broker or dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 2 contracts

Samples: Underwriting Agreement (Seanergy Maritime Holdings Corp.), Seanergy Maritime Holdings Corp.

Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives Representative may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the SecuritiesSecurities (but in no event for less than one year from the date of this Agreement); provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 2 contracts

Samples: Underwriting Agreement (Main Street Capital CORP), Main Street Capital CORP

Blue Sky and Other Qualifications. The Company will use its reasonable best efforts, if necessary, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation entity or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 2 contracts

Samples: Underwriting Agreement (SiriusPoint LTD), Underwriting Agreement (Enstar Group LTD)

Blue Sky and Other Qualifications. The Company will use its reasonable best efforts, in cooperation with the UnderwritersAgent, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, sale under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives Agent may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for to complete the distribution of the Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 2 contracts

Samples: Equity Distribution Agreement (National Health Investors Inc), Equity Distribution Agreement (National Health Investors Inc)

Blue Sky and Other Qualifications. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives Representatives, the Forward Purchaser and the Forward Seller may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 1 contract

Samples: Idacorp Inc

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Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the UnderwritersKeyBanc, to qualify the Placement Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives KeyBanc may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the Placement Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 1 contract

Samples: Equity Distribution Agreement (Aimco Properties Lp)

Blue Sky and Other Qualifications. The Company will use its best reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, sale under the applicable securities laws of such states and other applicable jurisdictions (domestic or foreign) as the Representatives Representative may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for a period of not less than one year from the distribution of the Securitiesdate hereof; provided, however, that the Company shall not be obligated to take any action which would reasonably result in it having to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 1 contract

Samples: Underwriting Agreement (Paragon Shipping Inc.)

Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the UnderwritersXxxxx Fargo, to qualify the Placement Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives Xxxxx Fargo may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the Placement Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 1 contract

Samples: Equity Distribution Agreement (Aimco Properties Lp)

Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the UnderwritersAgents, to qualify the Securities Placement Shares for offering and sale, or to obtain an exemption for the Securities Placement Shares to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives Agents may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the SecuritiesPlacement Shares; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 1 contract

Samples: Sales Agreement (Fulcrum Therapeutics, Inc.)

Blue Sky and Other Qualifications. The Company will use its commercially reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, sale under the applicable securities laws of such states and other applicable jurisdictions (domestic or foreign) as the Representatives Representative may reasonably designate (with the Company’s consent) and to maintain such qualifications and exemptions in effect for so long as required for a period of not less than one year from the distribution of the Securitiesdate hereof; provided, however, that the Company shall not be obligated to take any action which would reasonably result in it having to file any general consent to service of process or to qualify as a foreign corporation or as a broker or dealer in securities in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject.

Appears in 1 contract

Samples: Underwriting Agreement (Pyxis Tankers Inc.)

Blue Sky and Other Qualifications. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offering and sale, or to obtain an exemption for the Securities to be offered and sold, under the applicable securities laws of such states and other jurisdictions (domestic or foreign) as the Representatives may reasonably designate and to maintain such qualifications and exemptions in effect for so long as required for the distribution of the Securities; provided, however, that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation or as a dealer in securities in any jurisdiction (where not otherwise required) in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subjectsubject (where not otherwise required).

Appears in 1 contract

Samples: Underwriting Agreement (SeaSpine Holdings Corp)

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