Blue Sky Registration. Promptly from time to time to take such actions as the Managers may reasonably request to qualify the Notes for offering and sale under the securities or “blue sky” laws of such jurisdictions as the Managers may request and to comply with such laws so as to permit the continuance of sales and dealings therein in such jurisdictions for as long as may be necessary for the resale of the Notes; provided that in connection therewith the Partnership shall not be required to (A) qualify as a foreign entity in any jurisdiction in which it would not otherwise be required to so qualify, (B) file a general consent to service of process in any such jurisdiction or (C) subject itself to taxation in any jurisdiction in which it would not otherwise be subject;
Blue Sky Registration. Prior to any offering of Registrable Securities covered by a Registration Statement under Section 2.01 or 2.02, the Company will register or qualify or cooperate with the Registering Stockholders and their respective counsel in connection with the registration or qualification of such Registrable Securities under the securities or blue sky laws of any such jurisdictions in the United States as the Registering Stockholders reasonably request in writing, and do any and all other acts or things necessary or advisable to enable the disposition in such jurisdictions of such Registrable Securities. The Company will not be required to take any actions under this Section 3.08 if such actions would require the Company to (a) qualify to do business in any jurisdiction where it is not then so qualified, (b) submit to the general taxation of any jurisdiction where it is not then so subject or (c) file in any jurisdiction any general consent to service of process.
Blue Sky Registration. Promptly from time to time to take such action as the Representatives may reasonably request to qualify the Securities for offering and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives may request and to comply with such laws so as to permit the continuance of sales and dealings therein in such jurisdictions for as long as may be necessary to complete the distribution of the Securities; provided that in connection therewith no Partnership Entity shall be required to (A) qualify as a foreign limited partnership or limited liability company in any jurisdiction where it would not otherwise be required to qualify or (B) to file a general consent to service of process in any jurisdiction.
Blue Sky Registration. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.
Blue Sky Registration. Promptly from time to time to take such action as the Representatives may reasonably request to qualify the Notes for offering and sale under the securities laws of such jurisdictions as the Representatives may request and to comply with such laws so as to permit the continuance of sales and dealings therein in such jurisdictions for as long as may be necessary to complete the distribution of the Notes; provided that in connection therewith the Partnership shall not be required to qualify as a foreign limited partnership or to file a general consent to service of process in any jurisdiction;
Blue Sky Registration. The Trust has registered an indefinite number --------------------- of Shares under the Securities Act. Upon application by you, we shall inform you as to any advice received by us concerning the jurisdictions in which the Shares have been registered for offer or sale or are exempt under the securities or blue sky laws of such jurisdictions, but we assume no obligation or responsibility as to your right to offer or sell Shares in any jurisdiction (other than under the federal laws of the United States). You agree to offer shares only in those states in which the Shares are registered for offer or sale or exempt under the securities or blue sky laws of such state. You acknowledge that you may not offer or sell Shares outside the United States, its territories or its possessions, and you agree to take, at your expense, such action, if any, as may be necessary to comply with the laws of such foreign jurisdictions.
Blue Sky Registration. (a) In the event that the Company registers the Registrable Securities, the Company will register or qualify the Registrable Securities covered by any registration statement under the Securities Act and under such securities or blue sky laws in such jurisdictions within the United States as the Investors may reasonably request; provided, however, that the Company reserves the right, in its sole discretion, not to register or qualify such shares of Common Stock in any jurisdiction in which such shares of Common Stock do not satisfy the requirements of such jurisdiction, or in which such registration would submit the Company to consent to service of process in any state in which it would not otherwise be subject to such service of process.
(b) The Company shall (i) advise the Investors promptly after obtaining knowledge thereof, and, if requested by the Investors, confirm such advice in writing, of the issuance by the Commission or any state securities commission of any stop order suspending the qualification or exemption from qualification of the Registrable Securities for offer or sale in any jurisdiction, or the initiation of any proceeding for such purpose by the Commission or by any state securities commission or other regulatory authority, (ii) use its best efforts to prevent the issuance of any stop order or order suspending the qualification or exemption from qualification of the Registrable Securities under any state securities or Blue Sky laws, and (iii) if at any time the Commission or any state securities commission or other regulatory authority shall issue an order suspending the qualification or exemption from qualification of the Registrable Securities under any such laws, use its best efforts to obtain the withdrawal or lifting of such order at the earliest possible time.
Blue Sky Registration. In the event of any Registration of Registrable Securities pursuant to this Section 2, the Company will exercise its best efforts to Register and qualify the Registrable Securities covered by the Registration Statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably appropriate for the distribution of such Registrable Securities; provided, however, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the Registrable Securities shall be qualified imposes a non-waiveable requirement that expenses incurred in connection with the qualification of the Registrable Securities be borne by selling shareholders, such expenses shall be payable pro rata by selling shareholders.
Blue Sky Registration. The Corporation will on or prior to the date on which a Registration Statement is declared effective use its commercially reasonable efforts to register or qualify, and cooperate with the Selling Holders, the managing underwriter or agent, if any, and their respective counsel in connection with the registration or qualification of such Shares for offer and sale under the securities or blue sky laws of each state and other jurisdiction of the United States as any such Selling Holders, underwriter or agent reasonably requests in writing and do any and all other acts or things reasonably necessary or advisable to keep such registration or qualification in effect for so long as such Registration Statement remains in effect and so as to permit the continuance of sales therein for as long as may be necessary to complete the registration of the Registrable Securities covered by the Registration Statement, provided that the Corporation will not be required to qualify generally to do business in any jurisdiction where it is not then so qualified or to take any action which would subject it to general service of process in any such jurisdiction where it is not then so subject.
Blue Sky Registration. 4.1 1st Centennial shall cooperate with Western Financial and its counsel in connection with the notification requirements in such jurisdictions as Western Financial may request and as reasonably approved by 1st Centennial and 1st Centennial shall cooperate with Western Financial and its counsel in providing any required notices as required for the distribution of the Common Stock.
4.2 1st Centennial shall pay all fees and expenses related to the notification requirements under the securities or blue sky laws of the State of California and other such states as the parties shall mutually agree.
