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

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities 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 Purchaser at such 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.

Appears in 11 contracts

Samples: Subscription Agreement, Series B Preferred Stock Purchase Agreement (Valeritas Holdings Inc.), Subscription Agreement (Amesite Inc.)

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Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Shares and to provide a copy thereof, promptly upon request of any the 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 Shares for, sale to the Purchaser at such 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 the Purchaser.

Appears in 7 contracts

Samples: Subscription Agreement (Serve Robotics Inc. /DE/), Subscription Agreement (Aeluma, Inc.), Subscription Agreement (Octopus Investments Ltd.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities and to provide a copy thereof, promptly upon request of any Purchaser. as required under Regulation D. The Company shall shall, on or before the Closing, take such action as the Company shall reasonably determine is necessary in order to qualify the Preferred Shares for sale under applicable state or “blue-sky” laws or obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such 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 Purchasertherefrom.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Toreador Resources Corp), Securities Purchase Agreement (Toreador Resources Corp), Securities Purchase Agreement (Toreador Resources Corp)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Shares 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 Shares for, sale to the Purchaser at such 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.

Appears in 3 contracts

Samples: Subscription Agreement (Odyssey Semiconductor Technologies, Inc.), Subscription Agreement (Odyssey Semiconductor Technologies, Inc.), Subscription Agreement (Odyssey Semiconductor Technologies, Inc.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities and to provide a copy thereof, promptly upon request of any Purchaser. as required under Regulation D. The Company shall shall, on or before the Closing, take such action as the Company shall reasonably determine is necessary in order to qualify the Preferred Shares for sale under applicable state or "blue-sky" laws or obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such 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 Purchasertherefrom.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Lee Global Energy Fund Lp), Securities Purchase Agreement (Toreador Royalty Corp), Securities Purchase Agreement (Toreador Resources Corp)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Shares and to provide a copy thereof, promptly upon request of any the 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 Shares for, sale to the Purchaser at such 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 the Purchaser.

Appears in 2 contracts

Samples: Subscription Agreement (Transphorm, Inc.), Subscription Agreement (Transphorm, Inc.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities and to provide a copy thereof, promptly upon request of any the Purchaser. The purchase of the Securities under this Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Securities from applicable federal and state securities laws. The Company shall take such action as not be required to qualify this transaction under the securities laws of any jurisdiction and, should qualification be necessary, the Company shall reasonably determine is necessary in order be released from any and all obligations to obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such Closing under applicable securities or “Blue Sky” laws of the states of the United Statesmaintain its offer, and shall provide evidence of such actions promptly upon request of may rescind any Purchasersale contracted, in the jurisdiction.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Transphorm, Inc.), Securities Purchase Agreement (Transphorm, Inc.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the First Closing Securities and to provide a copy thereof, promptly upon request of any the Purchaser. The purchase of the Securities under this Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Securities from applicable federal and state securities laws. The Company shall take such action as not be required to qualify this transaction under the securities laws of any jurisdiction and, should qualification be necessary, the Company shall reasonably determine is necessary in order be released from any and all obligations to obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such Closing under applicable securities or “Blue Sky” laws of the states of the United Statesmaintain its offer, and shall provide evidence of such actions promptly upon request of may rescind any Purchasersale contracted, in the jurisdiction.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Transphorm, Inc.), Securities Purchase Agreement (KKR Phorm Investors L.P.)

Form D; Blue Sky Qualification. 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, thereof to each Purchaser promptly upon request of any Purchaserafter such filing. The Company shall shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary in order to qualify the Preferred Shares for sale under applicable state or "blue-sky" laws or obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such Closing under applicable securities or “Blue Sky” laws of the states of the United Statestherefrom, and shall provide evidence of any such actions promptly upon request of any Purchaseraction to each Purchaser at or prior to the Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Secure Computing Corp)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Shares 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 Shares for, sale to the Purchaser at such the Initial Closing or any Subsequent Closing, as applicable, 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.

Appears in 1 contract

Samples: Form of Subscription Agreement (Exicure, Inc.)

Form D; Blue Sky Qualification. 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, thereof to each Purchaser promptly upon request of any Purchaserafter such filing. The Company shall shall, on or before the Closing, take such action as the Company shall reasonably determine is necessary in order to qualify the Preferred Shares and the Warrants for sale under applicable state or "blue-sky" laws or obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such Closing under applicable securities or “Blue Sky” laws of the states of the United Statestherefrom, and shall provide evidence of any such actions promptly upon request of any Purchaseraction to each Purchaser at or prior to the Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Wavephore Inc)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Units 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 Units for, sale to the Purchaser at such 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.

Appears in 1 contract

Samples: Subscription Agreement (Sincerity Applied Materials Holdings Corp.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Shares 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 Shares for, sale to the Purchaser at such applicable 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.

Appears in 1 contract

Samples: Subscription Agreement (Peninsula Acquisition Corp)

Form D; Blue Sky Qualification. 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, thereof to each Purchaser promptly upon request of any Purchaserfiling. The Company shall shall, on or before the Closing, take such action as the Company shall reasonably determine is necessary in order to obtain an exemption for, or to qualify the Securities for, for sale to the Purchaser at such Closing under applicable securities state or “Blue Sky” "blue-sky" laws of the states of the United Statesor obtain an exemption therefrom, and shall provide evidence of any such actions promptly upon request of any action to such Purchaser.

Appears in 1 contract

Samples: Purchase Agreement (Igen International Inc /De)

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Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities and to provide a copy thereof, promptly upon request of any Purchaserthe Purchasers. 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 Purchaser Purchasers at such 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 Purchaserthe Purchasers.

Appears in 1 contract

Samples: Securities Purchase Agreement (Augmedix, Inc.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Shares and Warrants 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, Shares and Warrants for sale to the Purchaser at such 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.

Appears in 1 contract

Samples: Subscription Agreement (Blue Star Foods Corp.)

Form D; Blue Sky Qualification. 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, thereof to each Purchaser promptly upon request of any Purchaserafter such filing. The Company shall shall, on or before the Closing, take such action as the Company shall reasonably determine is necessary in order to qualify the Preferred Shares for sale under applicable state or "blue-sky" laws or obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such Closing under applicable securities or “Blue Sky” laws of the states of the United Statestherefrom, and shall provide evidence of any such actions promptly upon request of any Purchaseraction to the Purchasers at or prior to the Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Metal Management Inc)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities 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 Purchaser at such the Initial Closing or any Subsequent Closing, as applicable, 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.

Appears in 1 contract

Samples: Subscription Agreement (Wrap Technologies, Inc.)

Form D; Blue Sky Qualification. 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, thereof to each Purchaser promptly upon request of any Purchaser-10- after such filing. The Company shall shall, on or before the Tranche A Closing Date, take such action as the Company shall reasonably determine is necessary in order to qualify the Preferred Shares for sale under applicable state or "blue-sky" laws or obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such Closing under applicable securities or “Blue Sky” laws of the states of the United Statestherefrom, and shall provide evidence of any such actions promptly upon request of any Purchaseraction to each Purchaser at or prior to each Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Orthologic Corp)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities and to provide a copy thereof, promptly upon request of any the 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 Purchaser at such 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 the Purchaser.

Appears in 1 contract

Samples: Subscription Agreement (SmartKem, Inc.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities Shares 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, Shares for sale to the Purchaser at such 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.

Appears in 1 contract

Samples: Subscription Agreement (Blue Star Foods Corp.)

Form D; Blue Sky Qualification. The Company agrees to timely file a Form D with respect to the Securities 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 Purchaser at such the First Subsequent Closing or any Subsequent Closing, as applicable, 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.

Appears in 1 contract

Samples: Subscription Agreement (Exicure, Inc.)

Form D; Blue Sky Qualification. 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, thereof to Purchaser promptly upon request of any Purchaserafter such filing. The Company shall shall, on or before the Closing, take such action as the Company shall reasonably determine is necessary in order to qualify the Shares and the Warrant Shares for sale under applicable state or "blue-sky" laws or obtain an exemption for, or to qualify the Securities for, sale to the Purchaser at such Closing under applicable securities or “Blue Sky” laws of the states of the United Statestherefrom, and shall provide evidence of any such actions promptly upon request of any Purchaser.action to Purchaser at or prior to the Closing. 4.1.3

Appears in 1 contract

Samples: Securities Purchase Agreement (Metal Management Inc)

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