Common use of Representations and Covenants of MLV Clause in Contracts

Representations and Covenants of MLV. MLV represents, warrants and covenants to the Company that (a) it is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required. MLV shall continue, for the term of this Agreement, to be duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required, during the term of this Agreement. MLV will comply with all applicable law and regulations in connection with the Placement Shares, including but not limited to Regulation M under the Exchange Act; (b) neither it, nor any of its affiliates or subsidiaries, shall engage in (i) any short sale of any security of the Company or (ii) any sale of any security of the Company that MLV does not own or any sale which is consummated by the delivery of a security of the Company borrowed by, or for the account of, MLV; and (c) neither it, nor any of its affiliates or subsidiaries, engages in any proprietary trading or trading for MLV’s (or its affiliates’ or subsidiaries’) own account.

Representations and Covenants of MLV. MLV represents, represents and warrants and covenants to the Company that (a) that it is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required. MLV shall continue, for the term of this Agreement, to be duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required, during the term of this Agreement. MLV will comply with all applicable law and regulations in connection with the Placement Shares, including but not limited to Regulation M under M. During the Exchange Act; (b) term of this Agreement, neither it, MLV nor any of its affiliates or subsidiaries, subsidiaries shall engage in (i) any short sale of any security of the Company or (ii) any sale sales of any security of the Company that MLV does the Representatives do not own or any sale which that is consummated by the delivery of a security of the Company borrowed by, or for the account of, of MLV; and (c) neither it, . Neither MLV nor any of its affiliates or subsidiaries, engages subsidiaries shall engage in any proprietary trading or trading for MLV’s (or its affiliates’ or subsidiaries’) own accountaccounts.

Representations and Covenants of MLV. MLV represents, warrants warrants, and covenants to the Company that: (a) it It is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required. MLV shall continue, for the term of this Agreement, to be duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required, during the term of this Agreement. MLV will comply with all applicable law and regulations in connection with the Placement Shares, including but not limited to Regulation M under the Exchange Act;. (b) neither Neither it, nor any of its affiliates or subsidiaries, shall engage in (i) any short sale of any security of the Company or (ii) any sale of any security of the Company that MLV does not own or any sale which is consummated by the delivery of a security of the Company borrowed by, or for the account of, MLV; and. (c) neither Neither it, nor any of its affiliates or subsidiaries, engages in any proprietary trading or trading for MLV’s 's (or its affiliates’ ' or subsidiaries’') own account.

Representations and Covenants of MLV. MLV represents, warrants and covenants to the Company that (a) it is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required. MLV shall continue, for the term of this Agreement, to be duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which MLV is exempt from registration or such registration is not otherwise required, during the term of this Agreement. MLV will comply with all applicable law and regulations in connection with the Placement Shares, including but not limited to Regulation M under the Exchange Act; (b) neither it, nor any of its affiliates or subsidiaries, shall engage in (i) any short sale of any security of the Company or (ii) any sale of any security of the Company that MLV does not own or any sale which is consummated by the delivery of a security of the Company borrowed by, or for the account of, MLV; and (c) neither it, nor any of its affiliates or subsidiaries, engages in any proprietary trading or trading for MLV’s 's (or its affiliates’ ' or subsidiaries’') own account.