Qualified Small Business Stock Status. In the event that the Company proposes to take an action or engage in a transaction that would reasonably be expected to result in the Shares no longer being “qualified small business stock” within the meaning of Section 1202(c) of the Internal Revenue Code of 1986, as amended (the “Code”), the Company shall notify the Major Investors and consult in good faith to devise a mutually agreeable and reasonable alternative course of action or transaction structure that would preserve such status. In addition, the Company shall submit to the Major Investors and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and any related Treasury Regulations. In addition, within ten (10) days after any Major Investor has delivered to the Company a written request therefor, the Company shall deliver to such Major Investor a written statement informing the Major Investor whether, in the Company’s good-faith judgment after a reasonable investigation, such Major Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code, or would constitute “qualified small business stock,” if determination of whether stock constitutes “qualified small business stock” were made by taking into account the modifications set forth in Section 1045(b)(4) of the Code. The Company’s obligation to furnish a written statement pursuant to this Section 2.4 shall continue notwithstanding the fact that a class of the Company’s stock may be traded on an established securities market.
Qualified Small Business Stock Status. In the event that the Company proposes to take an action or engage in a transaction that would reasonably be expected to result in the Preferred Stock no longer being “qualified small business stock” within the meaning of Section 1202(c) of the Internal Revenue Code of 1986, as amended (the “Code”), the Company shall notify the Investors and consult in good faith to devise a mutually agreeable and reasonable alternative course of action or transaction structure that would preserve such status.
Qualified Small Business Stock Status. If the Company proposes to take an action or engage in a transaction that would reasonably be expected to result in the shares sold to the Investors pursuant to the Purchase Agreement no longer being “qualified small business stock” within the meaning of Section 1202(c) of the Internal Revenue Code of 1986, as amended (the “Code”), the Company shall notify the Investors and consult in good faith to devise a mutually agreeable and reasonable alternative course of action or transaction structure that would preserve such status. In addition, the Company shall submit to the Investors and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and any related Treasury Regulations. In addition, within ten days after any Investor has delivered to the Company a written request therefor, the Company shall deliver to such Investor a written statement informing the Investor whether, in the Company’s good-faith judgment after a reasonable investigation, such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code. The Company’s obligation to furnish a written statement pursuant to this Section 2.10 shall continue notwithstanding the fact that a class of the Company’s stock may be traded on an established securities market.
Qualified Small Business Stock Status. The Company agrees to use its best efforts (a) to notify each Major Investor prior to taking any action which could reasonably be expected to prevent the treatment of the Preferred Stock as “Qualified Small Business Stock” within the meaning of Section 1202 of the Internal Revenue Code of 1986, as amended, and (b) to allow any Major Investor the opportunity to ask questions of and receive answers from the Company’s executive officers regarding such action. The Company shall submit to the Internal Revenue Service and the Washington State Franchise Tax Board any reports, forms, schedules or other filings required to be submitted under Section 1202, related Treasury Regulations or required under Washington state laws or regulations pertaining to the issuance of qualified small business stock (collectively, the “Required Reports”). Upon request, the Company shall submit copies of the Required Reports to any Major Investor.
Qualified Small Business Stock Status. The Company agrees to ------------------------------------- submit to the Internal Revenue Service (and to provide a copy of such reports to the Investors) any reports which it knows to be required under Section 1202(d)(1)(C) of the Code and any related Treasury Regulations; provided that the failure to timely submit such reports shall impose no liability on the Company. In addition, the Company agrees to undertake reasonable efforts to, within ten (10) days after any Investor has delivered to the Company a written request therefor, deliver to such Investor a written statement informing the Investor whether, in the Company's good-faith judgment and to its knowledge, such Investor's interest in the Company constitutes "qualified small business stock" as defined in Section 1202(c) of the Code, and the accuracy and correctness of such determination shall be without liability to the Company. The Company's obligation to furnish a written statement pursuant to this Section 2.7 shall continue notwithstanding the fact that a class of the Company's stock may be traded on an established securities market.
Qualified Small Business Stock Status. Within ten (10) business days after any Purchaser has delivered to the Company a written request therefor, the Company shall use reasonable efforts to deliver to such Purchaser a written statement informing the Purchaser whether, in the Company’s good faith judgment after a reasonable investigation, such Purchaser’s shares in the Company qualify as “qualified small business stock” (as defined in Section 1202(c) of the Internal Revenue Code (the “Code”)). If such Purchaser’s shares are believed to so qualify, the Company shall submit to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and any related Treasury Regulations. The covenant set forth in this Section 5.4 shall terminate and be of no further force or effect as of the fourth anniversary of the consummation of the Company’s IPO.
Qualified Small Business Stock Status. In the event that the Company proposes to take an action or engage in a transaction that would reasonably be expected to result in the Shares no longer being “qualified small business stock” within the meaning of section 1202(c) of the Internal Revenue Code of 1986, as amended (the “Code”), the Company shall notify the Investors and consult in good faith to devise a mutually agreeable and reasonable alternative course of action or transaction structure that would preserve such status. In addition, the Company shall submit to the Investors and to the Internal Revenue Service any reports that may be required under section 1202(d)(1)(C) of the Code and any related Treasury Regulations. In addition, within ten (10) days after any Investor has delivered to the Company a written request therefor, the Company shall deliver to such Investor a written statement informing the Investor whether, in the Company’s good-faith judgment after a reasonable investigation, such Investor’s interest in the Company constitutes “qualified small business stock” as defined in section 1202(c) of the Code. The Company’s obligation to furnish a written statement pursuant to this Section 2.7 shall continue notwithstanding the fact that a class of the Company’s stock may be traded on an established securities market.
Qualified Small Business Stock Status. In the event that the Company proposes to take an action or engage in a transaction that would reasonably be expected to result in the shares being purchased under the Series A Purchase Agreement or Series B Purchase Agreement no longer being "qualified small business stock" within the meaning of Section 1202(c) of the Internal Revenue Code of 1986, as amended (the "Code"), the Company shall notify the Investors and consult in good faith to devise a mutually agreeable and reasonable alternative course of action or transaction structure that would preserve such status. In addition, the Company shall submit to the Investors and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and any related Treasury Regulations. In addition, within ten (10) days after any Investor has delivered to the Company a written request therefor, the Company shall deliver to such Investor a written statement informing the Investor whether, in the Company's good-faith judgment after a reasonable investigation, such Investor's interest in the Company constitutes "qualified small business stock" as defined in Section 1202(c) of the Code, or would constitute "qualified small business stock," if determination of whether stock constitutes "qualified small business stock" were made by taking into account the modifications set forth in Section 1045(b)(4) of the Code. The Company's obligation to furnish a written statement pursuant to this Section 2.4 shall continue notwithstanding the fact that a class of the Company's stock may be traded on an established securities market.
Qualified Small Business Stock Status. The Company shall submit to the Investors and to the Internal Revenue Service any reports that may be required under Section 1202(d)(1)(C) of the Code and any related Treasury Regulations. In addition, within ten (10) days after any Investor has delivered to the Company a written request therefor, the Company shall deliver to such Investor a written statement informing the Investor whether, in the Company’s good-faith judgment, such Investor’s interest in the Company constitutes “qualified small business stock” as defined in Section 1202(c) of the Code. The Company’s obligation to furnish a written statement pursuant to this Section 2.4 shall continue notwithstanding the fact that a class of the Company’s stock may be traded on an established securities market.
Qualified Small Business Stock Status. The Company agrees to use its best efforts (i) to notify each Investor that is a licensed Small Business Investment Company (a "QSBS INVESTOR") prior to taking any action which could reasonably be expected to prevent the treatment of the Preferred Stock as "Qualified Small Business Stock" within the meaning of Section 1202 of the Internal Revenue Code of 1986, as amended, and (ii) to allow any QSBS Investor the opportunity to ask questions of and receive answers from the Company's executive officers regarding such action. The Company shall submit to the Internal Revenue Service and any appropriate state authorities any reports, forms, schedules or other filings required to be submitted under Section 1202, related Treasury Regulations or required under applicable state laws or regulations pertaining to the issuance of qualified small business stock (collectively, the "REQUIRED REPORTS"). Upon request, the Company shall submit copies of the Required Reports to any QSBS Investor.
