Blue Sky Registrations Sample Clauses

Blue Sky Registrations. In the event of a registration pursuant to the provisions of this Section 5, the Corporation shall use its best efforts to cause the Registrable Shares so registered to be registered or qualified for sale under the securities or blue sky laws of such jurisdictions as the Holders may reasonably request; provided, however, that the Corporation shall not be required to qualify to do business in any state by reason of this Section 5.5 in which it is not otherwise required to qualify to do business.
Sample 1Sample 2Sample 3See All (17)
AutoNDA by SimpleDocs
Blue Sky Registrations. In any registration under this Section 4, the Company will use its best efforts to register or qualify the Restricted Stock for sale under the securities laws of those states in which registration or qualification is required, except that the Company is not required (a) to execute a general consent to service or (b) to qualify to do business in any state.
Sample 1Sample 2Sample 3See All (5)
Blue Sky Registrations. Distributor shall notify You of the states or other jurisdictions in which Shares are currently available for sale to the public. Distributor shall have no obligation to register or make available Shares in any state or other jurisdiction. You represent and warrant that You will not offer Shares of any Fund or Series for sale in any state or jurisdiction where such Shares may not be legally sold or where You are not qualified to act as a broker-dealer or are otherwise exempt from such qualification. You also represent and warrant that You will not offer Shares of any Fund in any foreign country unless authorized by Distributor.
Sample 1Sample 2
Blue Sky Registrations. Distributor shall notify Company of the states or other jurisdictions in which Fund shares are currently available for sale to the public. Distributor shall have no obligation to register or make available Fund shares in any state or other jurisdiction. Company shall provide to the transfer agent of each Fund or Series, or other designated agent, each client’s state of residency on each trade record and registration record so Distributor can monitor trades for blue sky compliance. Company represents and warrants that it will not offer Fund shares of any Fund or Series for sale in any state or jurisdiction where such Fund shares may not be legally sold or where Company is not qualified to act as a broker-dealer or is other wise exempt from such qualification. Company also represents and warrants that it will not offer Fund shares of any Fund in any foreign country unless authorized by Distributor. If Company trades shares in an omnibus account, Company agrees to provide a detailed trade file to Distributor or Distributor’s designated agent for blue sky monitoring purposes.
Sample 1
Blue Sky Registrations. The Company shall use its best efforts to register and qualify the Registrable Securities under the state securities or Blue Sky laws ("State Laws") of such jurisdictions as the Subscriber reasonably requests; provided, however, that the Company shall not be required to take any action to register or qualify the Registrable Securities in any jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration or qualification unless the Company has previously executed such a general consent in such jurisdiction.
Sample 1
Blue Sky Registrations. Distributor shall notify ING of the states or other jurisdictions in which Shares are currently available for sale to the public. As of the date of this Amendment, the Fund represents and warrants that all Shares are registered in all states and jurisdictions. The Distributor shall notify ING on a timely basis if any Shares are not registered or should no longer be available for sale. Distributor shall have no obligation to register or make available Shares in any state or other jurisdiction. ING represents and warrants that it will not offer Shares of any Fund or Series for sale in any state or jurisdiction where such Shares may not be legally sold or where ING is not qualified to act as a broker-dealer. ING also represents and warrants that it will not offer Shares of any Fund in any foreign country unless authorized by Distributor.
Sample 1
Blue Sky Registrations. The Underwriter shall notify the Company of the states or other jurisdictions in which Shares are currently available for sale to the public. The Underwriter shall have no obligation to register or make available Shares in any state or other jurisdiction. The Company shall provide to the transfer agent of each Fund or Series, or other designated agent, each client’s state of residency on each trade record and registration record so the Underwriter can monitor trades for blue sky compliance. The Company represents and warrants that it will not offer Shares of any Fund or Series for sale in any state or jurisdiction where such Shares may not be legally sold or where the Company is not qualified to act as a broker-dealer or is other wise exempt from such qualification. The Company also represents and warrants that it will not offer Shares of any Fund in any foreign country unless authorized by the Underwriter. If the Company trades shares in an omnibus account, the Company agrees to provide a detailed trade file to Underwriter or Underwriter’s designated agent for blue sky monitoring purposes.
Sample 1
AutoNDA by SimpleDocs
Blue Sky Registrations. In connection with a Stockholder Registration Statement, the Company shall use reasonable efforts to register and qualify the transfer of the respective Registerable Securities under the securities laws of any states or other jurisdictions within the continental United States of America that the Optionee designates in the Piggyback Registration Election or the Demand Registration Election, respectively, PROVIDED HOWEVER, that the Company shall not be required to register or qualify to transact business in any such state or jurisdiction in connection with any such registration or qualification or subject itself to taxation by any such state or jurisdiction.
Sample 1

Related to Blue Sky Registrations

  • Blue Sky Filings The Company will endeavor in good faith, in cooperation with the Representative, at or prior to the time the Registration Statement becomes effective, to qualify the Public Securities for offering and sale under the securities laws of such jurisdictions as the Representative may reasonably designate, provided that no such qualification shall be required in any jurisdiction where, as a result thereof, the Company would be subject to service of general process or to taxation as a foreign corporation doing business in such jurisdiction. In each jurisdiction where such qualification shall be effected, the Company will, unless the Representative agrees that such action is not at the time necessary or advisable, use all reasonable efforts to file and make such statements or reports at such times as are or may be required by the laws of such jurisdiction.

  • Blue Sky Filing Unless the Public Securities are listed on the Nasdaq Capital Market or another national securities exchange, the Company, at its expense, will endeavor in good faith, in cooperation with the Representative, at or prior to the time the Registration Statement becomes effective, to qualify the Public Securities for offering and sale under the securities laws of such jurisdictions as the Representative may reasonably designate, provided that no such qualification shall be required in any jurisdiction where, as a result thereof, the Company would be subject to service of general process or to taxation as a foreign corporation doing business in such jurisdiction. In each jurisdiction where such qualification shall be effected, the Company will, unless the Representative agrees that such action is not at the time necessary or advisable, use all reasonable efforts to file and make such statements or reports at such times as are or may be required by the laws of such jurisdiction.

  • SEC Registration The Parties mutually agree to use commercially reasonable efforts to maintain effective registration statements with the Securities and Exchange Commission with respect to the long-term incentive awards to the extent any such registration statement is required by applicable Law.

  • Form D; Blue Sky Filings The Company agrees to timely file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof, promptly upon request of any Purchaser. The Company shall take such action as the Company shall reasonably determine is necessary in order to obtain an exemption for, or to qualify the Securities for, sale to the Purchasers at the Closing under applicable securities or “Blue Sky” laws of the states of the United States, and shall provide evidence of such actions promptly upon request of any Purchaser.

  • Company Registration If the Company proposes to register (including, for this purpose, a registration effected by the Company for stockholders other than the Holders) any of its securities under the Securities Act in connection with the public offering of such securities solely for cash (other than in an Excluded Registration), the Company shall, at such time, promptly give each Holder notice of such registration. Upon the request of each Holder given within twenty (20) days after such notice is given by the Company, the Company shall, subject to the provisions of Subsection 2.3, cause to be registered all of the Registrable Securities that each such Holder has requested to be included in such registration. The Company shall have the right to terminate or withdraw any registration initiated by it under this Subsection 2.2 before the effective date of such registration, whether or not any Holder has elected to include Registrable Securities in such registration. The expenses (other than Selling Expenses) of such withdrawn registration shall be borne by the Company in accordance with Subsection 2.6.

  • SAFE Registration Each of the incumbent Management who is a domestic resident as defined in the Circular of the State Administration of Foreign Exchange on Relevant Issues concerning Foreign Exchange Administration of Financing and Inbound Investment through Offshore Special Purpose Companies by PRC Residents (《关于境内居民通过特殊目的公司境外投融资及返程投资外汇管理有关问题的通知 》) effective as of July 4, 2014 issued by the State Administration of Foreign Exchange (国家外汇管理局, the “SAFE”) on July 4, 2014 (together with any rule or regulation interpreting or setting forth provisions for implementation of any of the foregoing, the “SAFE Circular”) has completed the registration with the competent local branch of SAFE for their respective direct holding of any equity interests in the intermediary, through which the Management holds the Management Holdco, which in turn holds equity securities of the Company, in accordance with the SAFE Circular and other applicable SAFE rules and regulations.

  • Form F-3 Registration In case the Company shall receive from any Holder or Holders of a majority of all Registrable Securities then outstanding a written request or requests that the Company effect a registration on Form F-3 (or an equivalent registration in a jurisdiction outside of the United States) and any related qualification or compliance with respect to all or a part of the Registrable Securities owned by such Holder or Holders, then the Company will:

  • 1933 Act Registration The Fund has delivered to you a copy of its current Prospectus and SAI. The Fund agrees that it will use its best efforts to continue the effectiveness of the Registration Statement under the 1933 Act. The Fund further agrees to prepare and file any amendments to its Registration Statement as may be necessary and any supplemental data in order to comply with the 1933 Act. The Fund will furnish you at your expense with a reasonable number of copies of the Prospectus and SAI and any amendments thereto for use in connection with the sale of Shares.

  • Form D; Blue Sky Laws The Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

  • Form and Registration (a) Each Class of Public Certificates shall be represented by a single, global certificate in definitive, fully registered form without interest coupons, substantially in the applicable form set forth as an exhibit hereto, which shall be deposited with the Certificate Registrar or an agent of the Certificate Registrar, as custodian for the Depository, and registered in the name of the Depository or a nominee of the Depository. The aggregate Certificate Balance of a Global Certificate may from time to time be increased or decreased by adjustments made on the records of the Certificate Registrar, as custodian for the Depository, as hereinafter provided.

Time is Money Join Law Insider Premium to draft better contracts faster.