Common use of Form D; Blue Sky Laws Clause in Contracts

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 Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States or obtain exemption therefrom, and shall provide evidence of any such action so taken to the Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyer at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and , to the extent any such actions are required to be taken on or prior to the Closing Date, shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser Placement Agent promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to be taken on or prior to the Closing Date to qualify the Securities for sale to Investor in the Purchaser 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser Placement Agent on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees agrees, if required, to file a --------------------- Form D with respect to the Securities Common Shares as required under Regulation D of the SEC and to provide a copy thereof to the Purchaser Purchasers promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities Common Shares for sale issuance to the Purchaser Purchasers pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States or obtain exemption therefrom, and shall provide evidence of any such action so taken to the Purchaser Purchasers on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a Form D with respect to the Securities Securities, as required under Regulation D of the Act and to provide a copy thereof to the each Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall have reasonably determine determined is necessary to qualify the applicable Securities for sale to the Purchaser Purchasers at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the each Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing.

Form D; Blue Sky Laws. The Company agrees to file a "Form D D" with respect to the Securities as required under Regulation D of the Securities Act and to provide a copy thereof to the each Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the each Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 First Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a Form D with respect to the Securities Purchased Shares as required under Regulation D and to provide a copy thereof to the each Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities Purchased Shares for sale to the Purchaser Purchasers pursuant to this Agreement under the Securities Act, the Exchange Act and applicable securities or "blue sky" laws of the states of the United States or obtain exemption therefrom, and shall provide evidence of any such action so taken to the each Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a "Form D D" with respect to the Securities as required under Regulation D of the Securities Act and to provide a copy thereof to the Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the each Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each the Closing Date in respect of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicableFirst Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablein respect of the First Closing.

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 National Securities Corporation, the Purchaser Placement Agent, promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Investors in 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser National Securities Corporation on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to each Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to each Closing.

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 Purchaser Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, use it best efforts to take such action as is the Company shall reasonably determine is necessary to qualify the Securities for, or obtain exemption for the Securities for, sale to the Purchaser Buyer at the applicable closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States or obtain exemption therefromStates, and shall provide evidence of any such action so taken to the Purchaser Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 such Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a Form D with respect to the Securities Notes as required under Regulation D and to provide upon request a copy thereof to the each Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities Notes and the Conversion Shares for sale to the Purchaser Purchasers pursuant to this Agreement and under the Securities Act, the Exchange Act and applicable securities or "blue sky" Blue Sky laws of the states of the United States or obtain exemption therefrom, and shall provide upon request evidence of any such action so taken to the each Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 unless such filings may be appropriately made after the Closing Date, as applicable.and such filings shall be effected within the requisite time periods

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 Purchaser Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing.

Form D; Blue Sky Laws. The Company agrees to file a Form D with respect to the Securities Preferred Shares and Common Shares, as required under Regulation D and to provide a copy thereof to the Purchaser Purchasers promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall have reasonably determine determined is necessary to qualify the Securities Preferred Shares and Common for sale to the Purchaser Purchasers at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser Purchasers on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.. [Intentionally omitted]. Form 8-K. The Company shall timely file a Form 8-K with the SEC which discloses the transactions contemplated hereby. Conditions to Closings

Form D; Blue Sky Laws. The Company agrees to file a Form D with respect to the Securities Note as required under Regulation D and to provide upon request a copy thereof to the Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities Note and the Conversion Shares for sale to the Purchaser pursuant to this Agreement and under the Securities Act, the Exchange Act and applicable securities or "blue sky" Blue Sky laws of the states of the United States or obtain exemption therefrom, and shall provide upon request evidence of any such action so taken to the Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a Form D with respect to the Securities Securities, as required under Regulation D under the Act, and to provide a copy thereof to the Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall have reasonably determine determined is necessary to qualify the Securities and for sale to the Purchaser at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Promptly following the Closing Date, 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 Purchaser Buyers promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers at the Closing pursuant to this Agreement under applicable securities or "“blue sky" ” laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser Buyers on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a “Form D D”, if required, with respect to the Securities as required under Regulation D of the Securities Act and to provide a copy thereof to the Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to Purchaser at the Purchaser Closing pursuant to this Agreement under applicable securities or "“blue sky" ” laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a Form D with respect to the Securities Securities, as required under Regulation D of the Act and to provide a copy thereof to the Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall have reasonably determine determined is necessary to qualify the applicable Securities for sale to the Purchaser at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 any Additional Closing Datedate, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablesuch closing date.

Form D; Blue Sky Laws. The Company agrees to file a “Form D D” with respect to the Securities as required under Regulation D of the Securities Act and to provide a copy thereof to the each Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser at the Closing pursuant to this Agreement under applicable securities or "“blue sky" ” laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the each Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers at the Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Date. The Buyer shall, on or before the Closing Date, as applicabletake such action to assist the Company in determining the applicable filing requirements, if any, in foreign jurisdictions.

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 each Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Purchasers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to each Purchaser and to the Purchaser Placement Agent on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Buyers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicablewith respect to the First Closing.

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 Purchaser each Buyer promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for, or obtain exemption for the Securities for, sale to the Purchaser Buyers at the applicable closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States or obtain exemption therefromStates, and shall provide evidence of any such action so taken to the Purchaser each Buyer on or prior to the Tranche 1 Closing Date and Tranche 2 such Closing Date, as applicable.

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 each Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale to the Purchaser Purchasers 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 therefromfrom such qualification), and shall provide evidence of any such action so taken to each Purchaser and to the Purchaser Placement Agents on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.

Form D; Blue Sky Laws. The Company agrees to file a “Form D D” with respect to the Securities as required under Regulation D of the Securities Act and to provide a copy thereof to the Purchaser promptly after such filing. The Company shall, on or before each of the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable, take such action as is the Company shall reasonably determine is necessary to qualify the Securities for sale sale, if required, to Purchaser at the Purchaser Closing pursuant to this Agreement under applicable securities or "“blue sky" ” laws of the states of the United States (or to obtain an exemption therefromfrom such qualification), and shall provide evidence of any such action so taken to the Purchaser on or prior to the Tranche 1 Closing Date and Tranche 2 Closing Date, as applicable.