Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 67 contracts
Samples: Dealer Agreement (Group 1 Automotive Inc), Purchase Agreement (Callon Petroleum Co), Date of Agreement Agreement (Group 1 Automotive Inc)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 21 contracts
Samples: Dropbox, Inc., BridgeBio Pharma, Inc., BridgeBio Pharma, Inc.
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 19 contracts
Samples: Underwriting Agreement (Nine Energy Service, Inc.), Underwriting Agreement (Central Garden & Pet Co), CrowdStrike Holdings, Inc.
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 19 contracts
Samples: Registration Rights Agreement (Oceaneering International Inc), Purchase Agreement (Northern Oil & Gas, Inc.), Purchase Agreement (Arbor Realty Trust Inc)
Blue Sky Compliance. The Company will use commercially reasonable efforts, in cooperation with the Representative, to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 16 contracts
Samples: Underwriting Agreement (Sixth Street Specialty Lending, Inc.), Underwriting Agreement (Sixth Street Specialty Lending, Inc.), Administration Agreement (Sixth Street Specialty Lending, Inc.)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions (including Canada) as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the initial offering and resale of the SecuritiesSecurities by the Initial Purchasers; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 15 contracts
Samples: Netflix Inc, Netflix Inc, Netflix Inc
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Representatives, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 14 contracts
Samples: Underwriting Agreement (Sotera Health Co), Underwriting Agreement (Sotera Health Co), Duckhorn Portfolio, Inc.
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 13 contracts
Samples: Underwriting Agreement (Air Lease Corp), Underwriting Agreement (Air Lease Corp), Underwriting Agreement (Air Lease Corp)
Blue Sky Compliance. The Company Issuer will qualify the Securities Notes for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request in due course and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesNotes; provided that neither the Company Issuer nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 13 contracts
Samples: Underwriting Agreement (British American Tobacco p.l.c.), Underwriting Agreement (British American Tobacco p.l.c.), Underwriting Agreement (British American Tobacco p.l.c.)
Blue Sky Compliance. The Company Issuers will use their best efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors Issuers shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Discovery Communications, Inc., Discovery Communications, Inc., Discovery Communications, Inc.
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors Guarantor shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Navistar International Corp, Registration Rights Agreement (Forest Oil Corp), United States Steel Corp
Blue Sky Compliance. The Company Issuers will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company Issuers nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Purchase Agreement (Oasis Midstream Partners LP), Purchase Agreement (Enviva Partners, LP), Registration Rights Agreement (Enviva Partners, LP)
Blue Sky Compliance. The Company will use commercially reasonable efforts, in cooperation with the Representative[s], to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representative[s] shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Owl Rock Capital Corp, Owl Rock Capital Corp, TPG Specialty Lending, Inc.
Blue Sky Compliance. The Company Operating Partnership will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither any Guarantor nor the Company nor any of the Guarantors Operating Partnership shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Underwriting Agreement (Extra Space Storage Inc.), Underwriting Agreement (Extra Space Storage Inc.), Underwriting Agreement (Extra Space Storage Inc.)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation corporation, limited partnership, limited liability company or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: ANTERO RESOURCES Corp, Purchase Agreement (ANTERO RESOURCES Corp), Purchase Agreement (ANTERO RESOURCES Corp)
Blue Sky Compliance. The Company will use reasonable best efforts, in cooperation with the Representative, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Underwriting Agreement (Fiverr International Ltd.), CDW Corp, CDW Corp
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 7 contracts
Samples: Purchase Agreement (Warren Resources Inc), Registration Rights Agreement (Sanchez Energy Corp), Purchase Agreement (Sanchez Energy Corp)
Blue Sky Compliance. The Company will use reasonable best efforts, in cooperation with the Representatives, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subjectsubject as of the date of this Agreement.
Appears in 7 contracts
Samples: Underwriting Agreement (Sportradar Group AG), MediaAlpha, Inc., MediaAlpha, Inc.
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 7 contracts
Samples: Underwriting Agreement (Aleris Corp), CommScope Holding Company, Inc., CommScope Holding Company, Inc.
Blue Sky Compliance. The Company will use commercially reasonable efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will to continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to or take any action which would subject it to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 7 contracts
Samples: Comerica Inc /New/, Comerica Inc /New/, Comerica Inc /New/
Blue Sky Compliance. The Company will use reasonable best efforts, in cooperation with the Representatives, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (Games Global LTD), Underwriting Agreement (Fiverr International Ltd.), Underwriting Agreement (ASC Acquisition LLC)
Blue Sky Compliance. The Company will use reasonable efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (Roper Technologies Inc), Underwriting Agreement (Roper Technologies Inc), Underwriting Agreement (Adobe Systems Inc)
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.), Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.), Underwriting Agreement (Apollo Commercial Real Estate Finance, Inc.)
Blue Sky Compliance. The Company will use commercially reasonable efforts, in cooperation with the Representatives, to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Blue Owl Capital Corp, Administration Agreement (Owl Rock Capital Corp II), Owl Rock Technology Finance Corp.
Blue Sky Compliance. The Company will cooperate with the Underwriters and their counsel to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Brunswick Corp, Brunswick Corp, Brunswick Corp
Blue Sky Compliance. The Company will qualify arrange, if necessary, for the qualification of the Securities for offer and sale by the Underwriters under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering offer and resale sale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (ArcelorMittal), Underwriting Agreement (ArcelorMittal), Underwriting Agreement (ArcelorMittal)
Blue Sky Compliance. The Company Transaction Entities will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors Transaction Entities shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (Piedmont Office Realty Trust, Inc.), Underwriting Agreement (Piedmont Office Realty Trust, Inc.), Piedmont Office Realty Trust, Inc.
Blue Sky Compliance. The Company will qualify the Securities Shares for offer and sale under (or obtain exemptions from the application of) the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications or exemptions in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Invitae Corp, Invitae Corp, Invitae Corp
Blue Sky Compliance. The Company will qualify the Offered Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Offered Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Annexon, Inc., Kingsoft Cloud Holdings LTD, Kingsoft Cloud Holdings LTD
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Underwriting Agreement (Medtronic PLC), Underwriting Agreement (Medtronic PLC), Underwriting Agreement (Medtronic PLC)
Blue Sky Compliance. The Company will use its best efforts, in cooperation with the Underwriters, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Underwriting Agreement (Dynex Capital Inc), Dynex Capital Inc, Dynex Capital Inc
Blue Sky Compliance. The Company will take such actions as the Representatives reasonably request to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: ONE Gas, Inc., Underwriting Agreement (ONE Gas, Inc.), ONE Gas, Inc.
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriter, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Underwriter shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Albany International Corp /De/, CommScope Holding Company, Inc., CommScope Holding Company, Inc.
Blue Sky Compliance. The Company will qualify the Securities Shares for offer and sale under under, or obtain exemptions from the application of, the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Underwriting Agreement (Vocera Communications, Inc.), Underwriting Agreement (Vocera Communications, Inc.), Ariosa Diagnostics, Inc.
Blue Sky Compliance. The Company and the Guarantors will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither none of the Company nor or any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Auburn Hills Manufacturing, Inc., American Axle & Manufacturing Holdings Inc, American Axle & Manufacturing Holdings Inc
Blue Sky Compliance. The If required by applicable law, the Company will qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Underwriters shall reasonably request in writing and will continue such qualifications in effect so long as reasonably required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Underwriting Agreement (CareCloud, Inc.), Underwriting Agreement (MTBC, Inc.), Underwriting Agreement (MTBC, Inc.)
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will to continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Discover Financial Services, Discover Financial Services, Underwriting Agreement (Discover Financial Services)
Blue Sky Compliance. The Company will qualify the Purchased Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Purchaser shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Purchased Securities; provided that neither the Company Company, the Parent nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Purchase Agreement (Terrestar Corp), Master Investment Agreement (Terrestar Corp), Master Investment Agreement (Terrestar Corp)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Subsidiary Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Cimarex Energy Co), Cimarex Energy Co, Columbus Energy Corp
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Hewlett Packard Enterprise Co), Underwriting Agreement (Hewlett Packard Enterprise Co), Hewlett Packard Enterprise Co
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities state securities, or Blue Sky blue sky, laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it they would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself themselves to taxation in any such jurisdiction if it is they are not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Oceanfirst Financial Corp), Underwriting Agreement (Fulton Financial Corp), Fulton Financial Corp
Blue Sky Compliance. The Company will endeavor, in cooperation with the Representatives, to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Prudential Financial Inc), Prudential Financial Inc, Prudential Financial Inc
Blue Sky Compliance. The Company Issuers will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company Issuers nor any of the Guarantors shall be required to (i) qualify as a foreign corporation corporation, limited partnership, limited liability company or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Purchase Agreement (Antero Midstream GP LP), Purchase Agreement, Purchase Agreement (Antero Midstream Partners LP)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of and the Subsidiary Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Advance Auto Parts Inc), Advance Auto Parts Inc, Advance Auto Parts Inc
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Initial Purchasers shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Purchase Agreement (Ctrip Com International LTD), Purchase Agreement (Ctrip Com International LTD), McMoran Exploration Co /De/
Blue Sky Compliance. The Company will use commercially reasonable efforts, in cooperation with the Representatives, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: TPG Specialty Lending, Inc., TPG Specialty Lending, Inc., TPG Specialty Lending, Inc.
Blue Sky Compliance. The Company will qualify arrange for the Securities qualification of the Shares for offer and sale under (or obtain exemption from the application of) the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications or exemptions in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: MyoKardia, Inc., MyoKardia Inc, MyoKardia Inc
Blue Sky Compliance. The Company will use commercially reasonable efforts, in cooperation with the Underwriter, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Underwriter shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Graftech International LTD, Graftech International LTD, Graftech International LTD
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Murphy USA Inc., Rosetta Resources Inc., Rosetta Resources Inc.
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Heico Corp), Centennial Resource Development, Inc., Delta Petroleum Corp/Co
Blue Sky Compliance. The Company will use its best efforts, in cooperation with the Underwriters, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Dynex Capital Inc), Biocryst Pharmaceuticals Inc, Biocryst Pharmaceuticals Inc
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions within the United States as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) take any action that would subject itself it to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Purchase Agreement (Palo Alto Networks Inc), Palo Alto Networks Inc, Purchase Agreement (Palo Alto Networks Inc)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the SecuritiesSecurities by the Initial Purchasers; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Microchip Technology Inc, Microchip Technology Inc, Microchip Technology Inc
Blue Sky Compliance. The Company will qualify arrange, if necessary, for the qualification of the Securities for offer and sale by the Underwriters under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering offer and resale sale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (ArcelorMittal), Underwriting Agreement (ArcelorMittal), ArcelorMittal
Blue Sky Compliance. The Company will reasonably cooperate with the Representatives to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (EQT Corp), Underwriting Agreement (EQT Corp), Underwriting Agreement (EQT Corp)
Blue Sky Compliance. The Company will use commercially reasonable efforts, in cooperation with the Representatives, to qualify the Securities for offer and sale under the securities or Blue Sky blue sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Trinity Capital Inc.), Underwriting Agreement (Trinity Capital Inc.), Trinity Capital Inc.
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will to continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: SXC Health Solutions Corp., ReachLocal Inc, ReachLocal Inc
Blue Sky Compliance. The Company will qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives, the Forward Purchaser and the Forward Seller shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Allete Inc), Letter Agreement (Hawaiian Electric Industries Inc), Portland General Electric Co /Or/
Blue Sky Compliance. The Company will qualify arrange, if necessary, for the qualification of the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Lafarge), Underwriting Agreement (Lafarge), Underwriting Agreement (Veolia Environnement)
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject. The company will file such statements and reports as may be required by the laws of each jurisdiction in which Shares have been qualified as above provided.
Appears in 3 contracts
Samples: Air Lease Corp, Air Lease Corp, Air Lease Corp
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will use its reasonable best efforts to continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Purchase Agreement (Hornbeck Offshore Services Inc /La), Purchase Agreement (Hornbeck Offshore Services Inc /La), Hornbeck Offshore Services Inc /La
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Rio Tinto Finance (USA) PLC, Rio Tinto PLC, Rio Tinto Finance Usa LTD
Blue Sky Compliance. The Company and the Guarantors will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither none of the Company nor or any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Bread Financial Holdings, Inc., Bread Financial Holdings, Inc., Bread Financial Holdings, Inc.
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Underwriters shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: R1 RCM Inc. /DE, CommScope Holding Company, Inc., CommScope Holding Company, Inc.
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will use reasonable best efforts to continue such qualifications in effect so long as required for the initial offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Purchase Agreement (PDC Energy, Inc.), Purchase Agreement (PDC Energy, Inc.), Purchase Agreement (PDC Energy, Inc.)
Blue Sky Compliance. The If required by applicable law, the Company will use its reasonable best efforts to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will use its reasonable best efforts to continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Letter Agreement (Immunome Inc.), Erasca, Inc., Erasca, Inc.
Blue Sky Compliance. The If exemptions from the relevant securities laws or Blue Sky laws of applicable jurisdictions are not available, the Company will qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Eldorado Resorts, Inc.), Axon Enterprise, Inc., Golden Entertainment, Inc.
Blue Sky Compliance. The Company and the Issuer will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors Issuer shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Cemex Sa De Cv, Cemex Sa De Cv, Cemex Sa De Cv
Blue Sky Compliance. The Company will use reasonable efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors Evolent Health shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Evolent Health, Inc., Evolent Health, Inc., Evolent Health, Inc.
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities state securities, or Blue Sky blue sky, laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where in which it would is not otherwise be required to so qualifyqualified, (ii) file any general consent to service of process in any such jurisdiction jurisdiction, or (iii) subject itself to taxation in any such jurisdiction if in which it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Triumph Bancorp, Inc.), Underwriting Agreement (CNB Financial Corp/Pa), Underwriting Agreement (Triumph Bancorp, Inc.)
Blue Sky Compliance. The Company will qualify the Securities for non-retail offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or and (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Oglethorpe Power Corp), Underwriting Agreement (Oglethorpe Power Corp), Underwriting Agreement (Oglethorpe Power Corp)
Blue Sky Compliance. The Company will use commercially reasonable efforts to take such action as the Representatives may reasonably request to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or jurisdiction, (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subjectsubject or (iv) amend the Company’s memorandum of association or bye-laws.
Appears in 3 contracts
Samples: Underwriting Agreement (SiriusPoint LTD), Underwriting Agreement (SiriusPoint LTD), Underwriting Agreement (Third Point Reinsurance Ltd.)
Blue Sky Compliance. The Company and the Guarantor will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors Guarantor shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: NEWMONT Corp /DE/, NEWMONT Corp /DE/, Newmont Goldcorp Corp /De/
Blue Sky Compliance. The Company will use reasonable best efforts, in cooperation with the Underwriters, to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors Guarantor shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Manitowoc Co Inc), Underwriting Agreement (Manitowoc Co Inc), Underwriting Agreement (Manitowoc Co Inc)
Blue Sky Compliance. The Company will cooperate with the Representatives to qualify the Securities Notes for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the SecuritiesNotes; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (EQT Corp), Equitable Resources Inc /Pa/, EQT Corp
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under (or obtain exemptions from the application of) the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications and exemptions in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (American Equity Investment Life Holding Co), Underwriting Agreement (American Equity Investment Life Holding Co), Underwriting Agreement (American Equity Investment Life Holding Co)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the SecuritiesSecurities by the Initial Purchasers; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Trademark Security Agreement (Consolidated Communications Holdings, Inc.), Purchase Agreement (Consolidated Communications Holdings, Inc.), Microchip Technology Inc
Blue Sky Compliance. The Company will cooperate with the Representatives and counsel for the Underwriters to qualify the Securities Notes for offer and sale under the securities or Blue Sky laws (including insurance securities laws) of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesNotes; provided provided, that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Fidelity National Financial, Inc., Fidelity National Financial, Inc., Fidelity National Financial, Inc.
Blue Sky Compliance. The Company will reasonably cooperate with the Representatives to qualify the Securities Notes for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the SecuritiesNotes; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Purchase Agreement (EQT Corp), EQT Corp, EQT Corp
Blue Sky Compliance. The Company will qualify the Securities and the Guarantee for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors Guarantor shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Swift Energy Co, Swift Energy Co
Blue Sky Compliance. The Company will qualify the Securities Shares for offer and sale under (or obtain exemptions from the application of) the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications or exemptions in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Invitae Corp, Invitae Corp
Blue Sky Compliance. The Company will Bank shall use its best efforts to qualify the Securities for offer and sale under the applicable securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will shall continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesSecurities in such jurisdictions; provided that neither the Company nor any of the Guarantors Bank shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: National Commercial Bank Jamaica LTD, National Commercial Bank Jamaica LTD
Blue Sky Compliance. The Company will qualify the Offered Securities and Representative’s Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Offered Securities; provided that neither provided, that, the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (HW Electro Co., Ltd.), Underwriting Agreement (HW Electro Co., Ltd.)
Blue Sky Compliance. The Company and the Guarantor will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions states in the United States as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors Guarantor shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Underwritten Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Underwritten Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: South Jersey (South Jersey Industries Inc), South Jersey (South Jersey Industries Inc)
Blue Sky Compliance. The Company will qualify the Securities for non-retail offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or and (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Oglethorpe Power Corp), Oglethorpe Power Corp
Blue Sky Compliance. The Company will cooperate with the Initial Purchasers to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the SecuritiesResale Offering; provided that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Purchase Agreement (Deluxe Corp), Purchase Agreement (Deluxe Corp)
Blue Sky Compliance. The Company will endeavor, in cooperation with the Representatives, to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions of the United States as the Representative Representatives shall reasonably request in writing and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject. The Company will promptly advise the Underwriters of the receipt by the Company of any notification with respect to the suspension of the qualification of the Securities for sale in any jurisdiction.
Appears in 2 contracts
Samples: Underwriting Agreement (Prudential Financial Inc), Underwriting Agreement (Prudential Financial Inc)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky “blue sky” laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors Guarantor shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Kraft Heinz Foods Co, Kraft Heinz Co
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided provided, that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Penn Virginia Corp, Penn Virginia Corp
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities state securities, or Blue Sky blue sky, laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it they would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself themselves to taxation in any such jurisdiction if it is they are not otherwise so subject. The Company will also supply the Underwriters with such information as is necessary for the determination of the legality of the Securities for investment under the laws of such jurisdiction as the Underwriters may request.
Appears in 2 contracts
Samples: Underwriting Agreement (Renasant Corp), Underwriting Agreement (Renasant Corp)
Blue Sky Compliance. The Company will use its reasonable efforts to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Itt Corp), Underwriting Agreement (Itt Corp)
Blue Sky Compliance. The Company Escrow Issuer will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any of the Guarantors Escrow Issuer shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Purchase Agreement (Mirant Corp), Purchase Agreement (Rri Energy Inc)
Blue Sky Compliance. The Company will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided provided, however, that neither the Company nor any of the Guarantors shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Trinity Marine Products, Inc., Trinity Industries Inc
Blue Sky Compliance. The Company will qualify the Purchased Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Purchaser shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Purchased Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Spectrum Contribution Agreement (Terrestar Corp), Spectrum Contribution Agreement (Harbinger Capital Partners Master Fund I, Ltd.)
Blue Sky Compliance. The Company will reasonably cooperate with the Representatives and counsel for the Underwriters to qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Blue Sky Compliance. The Company will qualify arrange for the qualification of the Securities and the Underlying Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale of the Securities; provided that neither the Company nor any none of the Guarantors Issuers shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Nortel Networks LTD, Nortel Networks Corp
Blue Sky Compliance. The Company Issuer and the Guarantor will qualify the Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the Securities; Securities; provided that neither the Company Issuer nor any of the Guarantors Guarantor shall be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (nVent Electric PLC), Underwriting Agreement (nVent Electric PLC)
Blue Sky Compliance. The Company will use its best efforts, in cooperation with the Underwriters, to qualify the Securities Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representative shall reasonably request and will continue such qualifications in effect so long as required for the offering and resale distribution of the SecuritiesShares; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where in which it would is not otherwise be required to so qualifyqualified, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Umh Properties, Inc.), Underwriting Agreement (Umh Properties, Inc.)