Common use of State Securities Law Compliance Clause in Contracts

State Securities Law Compliance. RESALE. Beginning no later than 30 days following any date, from time to time, on which the Common Stock is no longer a "covered security" under Section 18(b)(1)(A) of the Securities Act and continuing until either (i) the Purchasers have sold all of their Conversion Shares and Warrant Shares under a registration statement pursuant to the Investor Rights Agreement or (ii) the Common Stock becomes a "covered security" under Section 18(b)(1)(A) of the Securities Act, the Seller shall maintain within either Xxxxx'x Industrial Manual or Standard and Poor's Standard Corporation Descriptions (or any successors to these manuals which are similarly qualified as "recognized securities manuals" under state Blue Sky laws) an updated listing containing (i) the names of the officers and directors of the Seller, (ii) a balance sheet of the Seller as of a date that is at no time older than eighteen months and (iii) a profit and loss statement of the Seller for either the preceding fiscal year or the most recent year of operations.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Macrochem Corp)

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State Securities Law Compliance. RESALEResale. Beginning no later than 30 days following any date, from time to time, on which the Common Stock is no longer a "covered a”covered security" under Section 18(b)(1)(A) of the Securities Act and continuing until either (i) the Purchasers have sold all of their Conversion Shares and Warrant Shares under a registration statement pursuant to the Investor Rights Agreement or (ii) the Common Stock becomes a "covered security" under Section 18(b)(1)(A) of the Securities Act, the Seller Company shall maintain within either Xxxxx'x Moody’s Industrial Manual or Standard and Poor's ’s Standard Corporation Descriptions (or any successors to these manuals which are similarly qualified as "recognized securities manuals" under state Blue Sky laws) an updated listing containing (i) the names of the officers and directors of the SellerCompany, (ii) a balance sheet of the Seller Company as of a date that is at no time older than eighteen months and (iii) a profit and loss statement of the Seller Company for either the preceding fiscal year or the most recent year of operations.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Feinberg Larry N)

State Securities Law Compliance. RESALE. Beginning no later than 30 days following any date, from time to time, on which the Common Stock is no longer a "covered security" under Section 18(b)(1)(A) of the Securities Act and continuing until either (i) the Purchasers have sold all of their Conversion Shares and Warrant Shares under a registration statement pursuant to the Investor Rights Agreement or (ii) the Common Stock becomes a "covered security" under Section 18(b)(1)(A) of the Securities Act, the Seller Company shall maintain within either Xxxxx'x Moody's Industrial Manual or Standard and Poor's Standard Corporation Descriptions (or any successors to these manuals which are similarly qualified as "recognized securities manuals" under state Blue Sky laws) an updated listing containing (i) the names of the officers and directors of the SellerCompany, (ii) a balance sheet of the Seller Company as of a date that is at no time older than eighteen months and (iii) a profit and loss statement of the Seller Company for either the preceding fiscal year or the most recent year of operations.

Appears in 1 contract

Samples: Convertible Note and Warrant Purchase Agreement (Sco Capital Partners LLC)

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State Securities Law Compliance. RESALEResale. Beginning no later than 30 days following any date, from time to time, on which the Common Stock is no longer a "covered security" under Section 18(b)(1)(A) of the Securities Act and continuing until either (i) the Purchasers have sold all of their Conversion Shares and Warrant Shares under a registration statement pursuant to the Investor Rights Agreement or (ii) the Common Stock becomes a "covered security" under Section 18(b)(1)(A) of the Securities Act, the Seller Company shall maintain within either Xxxxx'x Mxxxx’x Industrial Manual or Standard and Poor's ’s Standard Corporation Descriptions (or any successors to these manuals which are similarly qualified as "recognized securities manuals" under state Blue Sky laws) an updated listing containing (i) the names of the officers and directors of the SellerCompany, (ii) a balance sheet of the Seller Company as of a date that is at no time older than eighteen months and (iii) a profit and loss statement of the Seller Company for either the preceding fiscal year or the most recent year of operations.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Sco Capital Partners LLC)

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