Common use of Blue Sky Laws Clause in Contracts

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may request and shall continue such qualification or exemption at all times until the Purchaser notify the Company in writing that it no longer owns Securities; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 5 contracts

Samples: Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD), Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD)

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Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser Purchasers may request and shall continue such qualification or exemption at all times until during the Purchaser notify Effectiveness Period (as defined in the Company in writing that it no longer owns SecuritiesRegistration Rights Agreement); providedPROVIDED, howeverHOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 5 contracts

Samples: Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify or exempt the issuance and obtain exemptions for sale of the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall continue such qualification or exemption at all times until the Purchaser notify notifies the Company in writing that it no longer owns Securities; providedPROVIDED, howeverHOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 4 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Big Entertainment Inc), Convertible Preferred Stock Purchase Agreement (Tanisys Technology Inc), Convertible Preferred Stock Purchase Agreement (Big Entertainment Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall (a) qualify and obtain exemptions for the Underlying Conversion Shares under the securities or Blue Sky "blue sky" laws of such jurisdictions as the Purchaser Purchasers may request (or to obtain an exemption from such qualification), (b) provide evidence of any such action so taken to each Purchaser on or prior to the Effectiveness Date (as defined in the Registration Rights Agreement) and shall (c) continue such qualification or exemption at all times until through the Purchaser notify the Company in writing that it no longer owns Securities; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service resale of process in any such jurisdiction where it is not then so subjectall Conversion Shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Marshall Financial Group Inc), Securities Purchase Agreement (Genmar Holdings Inc), Securities Purchase Agreement (Marex Com Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may request and shall continue such qualification or exemption at all times until during the Purchaser notify Effectiveness Period (as defined in the Company in writing that it no longer owns SecuritiesRegistration Rights Agreement); providedPROVIDED, howeverHOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 3 contracts

Samples: Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify or exempt the issuance and obtain exemptions for sale of the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall continue such qualification or exemption at all times until the Purchaser notify notifies the Company in writing that it no longer owns Securities; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 3 contracts

Samples: Convertible Preferred Stock Purchase Agreement (I Link Inc), Convertible Preferred Stock Purchase Agreement (Tanisys Technology Inc), Convertible Preferred Stock Purchase Agreement (Big Entertainment Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser any Investor may request and shall continue such qualification or exemption at all times until the Purchaser notify Investor notifies the Company in writing that it no longer owns SecuritiesShares; provided, however, that neither the Company nor its the Company Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Nexsan Corp), Stock Purchase Agreement (Nexsan Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall continue such qualification or exemption at all times until the Purchaser notify notifies the Company in writing that it no longer owns SecuritiesShares, the Warrant or Underlying Shares; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Vasomedical Inc), Convertible Preferred Stock Purchase Agreement (Vasomedical Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company Corporation shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser any Stockholder may request and shall continue such qualification or exemption at all times until the Purchaser notify Stockholder notifies the Company Corporation in writing that it no longer owns SecuritiesShares; provided, however, that neither the Company nor its Subsidiaries Corporation shall not be required in connection therewith to qualify as a foreign corporation where they are it is not now so qualified or to take any action that would subject the Company Corporation to general service of process in any such jurisdiction where it is not then so subject.

Appears in 2 contracts

Samples: Stockholders Agreement (Nexsan Corp), Stockholders’ Agreement (Nexsan Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may request and shall continue such qualification or exemption at all times until the Purchaser notify notifies the Company in writing that it no longer owns own Securities; providedPROVIDED, howeverHOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (Innovacom Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall continue such qualification or exemption at all times until the Purchaser notify notifies the Company in writing that it no longer owns SecuritiesConvertible Debentures, Shares or Underlying Shares; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Convertible Debenture and Preferred Stock Purchase Agreement (Substance Abuse Technologies Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall continue such qualification or exemption at all times until the earlier of (i) the date the Underlying Shares Registration Statement is no longer effective pursuant to the Registration Rights Agreement or (ii) Purchaser notify notifies the Company in writing that it no longer owns SecuritiesShares or Underlying Shares; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Phoenix Network Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may request and shall continue such qualification or exemption at all times until the Purchaser notify notifies the Company in writing that it no longer owns SecuritiesConvertible Debentures, Warrants or Underlying Shares; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (Playnet Technologies Inc)

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Blue Sky Laws. In accordance with the Registration Rights ------------- Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser Purchasers may reasonably request and shall continue such qualification or exemption at all times until the Purchaser Purchasers notify the Company in writing that it they no longer owns own Securities; provided, however, --------- -------- that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Series D Convertible Preferred Stock Purchase Agreement (Fonix Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Shares, the Warrants, the Warrant Shares and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall to continue such qualification or exemption at all times until through the Purchaser notify third anniversary of the Company in writing that it no longer owns SecuritiesClosing Date; providedPROVIDED, howeverHOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the any Purchaser may reasonably request and shall continue such qualification or exemption at all times until through the Purchaser notify third anniversary of the Company in writing that it no longer owns Securitieslast Closing Date; providedPROVIDED, howeverHOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (PLC Systems Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, ------------- the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the any Purchaser may reasonably request and shall continue such qualification or exemption at all times until through the Purchaser notify second anniversary of the Company in writing that it no longer owns SecuritiesClosing Date; provided, however, that neither the Company nor its Subsidiaries -------- ------- shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Securities Purchase Agreement (Organogenesis Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall continue such qualification or exemption at all times until the earlier of (i) the date the Underlying Shares Registration Statement is no longer effective pursuant to the Registration Rights Agreement or (ii) Purchaser notify notifies the Company in writing that it no longer owns Securitiesany Shares, the Warrants or Underlying Shares; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Phoenix Network Inc)

Blue Sky Laws. In accordance with the Registration Rights ------------- Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser Purchasers may reasonably request and shall continue such qualification or exemption at all times until the Purchaser Purchasers notify the Company in writing that it they no longer owns own Securities; provided, however, -------- ------- that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Series E Convertible Preferred Stock Exchange and Purchase Agreement (Fonix Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify or exempt the issuance and obtain exemptions for sale of the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchaser may reasonably request and shall continue such qualification or exemption at all times until the Purchaser notify notifies the Company in writing that it no longer owns Securities; provided, however, that neither the Company nor its Subsidiaries shall not be required in connection therewith to qualify as a foreign corporation where they are it is not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Compositech LTD)

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