State Securities Qualification Sample Clauses

State Securities Qualification. We act solely as agent for the Funds and are not responsible for qualifying the Funds or their shares for sale in any jurisdiction. Upon written request we will provide you with a list of the jurisdictions in which the Funds or their shares are qualified for sale. We also are not responsible for the issuance, form, validity, enforceability or value of Fund shares.
Sample 1Sample 2Sample 3See All (268)
AutoNDA by SimpleDocs
State Securities Qualification. You will not offer shares of any Fund for sale in any state where such Fund is not qualified for sale under the blue sky laws and regulations of such state or where you are not qualified to act as a dealer, except for states in which the Fund or you are exempt from qualification.
Sample 1
State Securities Qualification. The sale of the securities which are the subject of this Stock Option Agreement have not been qualified with the Department of Corporations of the State of California and the issuance of such securities or the payment or receipt of any part of the consideration therefor prior to such qualification is unlawful, unless the sale of securities is exempt from the qualification. The rights of all parties to this Stock Option Agreement are expressly conditioned upon such qualification being obtained, unless the sale is so exempt.
Sample 1
State Securities Qualification. The Company will provide Sunrise's counsel with all information which such counsel determines to be necessary and otherwise cooperate with such counsel, to permit such counsel to take all necessary action to (i) qualify or register the Special Warrants for sale under the Blue Sky laws of the states of the United States in which Sunrise determines that offers or sales will be made,
Sample 1
State Securities Qualification. The Company will provide its ------------------------------ counsel with all information which such counsel determines to be necessary and otherwise cooperate with such counsel, to permit such counsel to take all necessary or appropriate action under the Blue Sky laws of the states of the United States in which the Placement Manager determines, in consultation with Company management, that offers or sales will be made. The Company will promptly advise the Placement Manager: (A) Of any order, request or suggestion by a securities regulator of any state for any amendment to the Memorandum or any other filed materials, or for additional information; and (B) Of any action by a securities regulator of any state suspending the registration or qualification of the Securities for offer or sale in such state or denying an exemption from such registration or qualification, or of the initiation or threat of any proceeding for such purpose, and the Company will use its best efforts to prevent such action, or if such action shall be taken, to obtain the withdrawal thereof at the earliest practicable date. The Company will provide the Placement Manager any additional information, documents and instruments necessary to comply with the rules, regulations and judicial and administrative interpretations in those states and jurisdictions where the Shares are to be offered for sale or sold. The Company will file all post-Offering forms, documents or materials and take all other post-Offering actions required by the Blue Sky laws of the states in which the Shares have been offered or sold.
Sample 1
State Securities Qualification. We, as Distributer, act solely as agent for the Funds and are not responsible for qualifying the Funds or their shares for sale in any jurisdiction. Upon written request, we will provide you with a list of the jurisdictions in which the Funds or their shares are qualified for sale. Dealer agrees not to transact orders for Shares in states or jurisdictions in which it has been informed that Shares may not be sold or in which it and its personnel are not authorized to sell Shares. We are also not responsible for the issuance, form, validity, enforceability or value of Fund shares.
Sample 1
State Securities Qualification. The Company will provide its counsel with all information which such counsel determines to be necessary and otherwise cooperate with such counsel, to permit such counsel to take all necessary or appropriate action under the Blue Sky laws of the states of the United States in which the Placement Manager determines, in consultation with Company management, that offers or sales will be made. The Company will promptly advise the Placement Manager: (i) Of any order, request or suggestion by a securities regulator of any state for any filed materials, or for additional information; and (ii) Of any action by a securities regulator of any state suspending the registration or qualification of the Securities for offer or sale in such state or denying an exemption from such registration or qualification, or of the initiation or threat of any proceeding for such purpose, and the Company will use its best efforts to prevent such action, or if such action shall be taken, to obtain the withdrawal thereof at the earliest practicable date. The Company will provide the Placement Manager any additional information, documents and instruments necessary to comply with the rules, regulations and judicial and administrative interpretations in those states and jurisdictions where the Shares are to be offered for sale or sold. The Company will file all post-Offering forms, documents or materials and take all other post-Offering actions required by the Blue Sky laws of the states in which the Shares have been offered or sold.
Sample 1
AutoNDA by SimpleDocs
State Securities Qualification. The Company will provide Dallas Research's counsel with all information which such counsel determines to be necessary and otherwise cooperate with such counsel, to permit such counsel to take all necessary action to (i) qualify or register the Special Warrants for sale under the Blue Sky laws of the states of the United States in which Dallas Research determines that offers or sales will be made, or (ii) obtain an exemption from such qualification or registration in such states. The Company will promptly advise Dallas Research: (A) Of any order, request or suggestion by a securities regulator of any state for any amendment to the Memorandum or any other filed materials, or for additional information; and (B) Of any action by a securities regulator of any state suspending the registration or qualification of the Special Warrants for offer or sale in such state or denying an exemption from such registration or qualification, or of the initiation or threat of any proceeding for such purpose, and the Company will use its best efforts to prevent such action, or if such action shall be taken, to obtain the withdrawal thereof at the earliest practicable date. The Company will provide Dallas Research any additional information, documents and instruments which Dallas Research shall deem necessary to comply with the rules, regulations and judicial and administrative interpretations in those states and jurisdictions where the Special Warrants are to be offered for sale or sold. The Company will cooperate with Dallas Research's counsel in filing all post-Offering forms, documents or materials and take all other post-Offering actions required by the Blue Sky laws of the states in which the Special Warrants have been offered or sold.
Sample 1

Related to State Securities Qualification

  • Qualification Under State Securities Laws All registrations, qualifications, permits and approvals, if any, required under applicable state securities laws shall have been obtained for the lawful execution, delivery and performance of this Agreement.

  • Corporate Securities Law THE SALE OF THE SECURITIES THAT ARE THE SUBJECT OF THIS AGREEMENT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION FOR SUCH SECURITIES PRIOR TO SUCH QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102 OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON SUCH QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.

  • State Securities Laws The Company hereby agrees to use its best efforts to comply with all state securities or "blue sky" laws which might be applicable to the sale of the Stock and the issuance of the Options to the Purchaser.

  • STAFF QUALIFICATIONS CONTRACTOR shall ensure that all individuals employed, contracted, and/or otherwise hired by CONTRACTOR to provide classroom and/or individualized instruction or related services hold a license, certificate, permit, or other document equivalent to that which staff in a public school are required to hold in the service rendered consistent with Education Code section 56366.1(n)(1) and are qualified pursuant to Title 34 of the Code of Federal Regulations sections 200.56 and 200.58, and Title 5 of the California Code of Regulations sections 3001(y), 3064 and 3065. Such qualified staff may only provide related services within the scope of their professional license, certification or credential and ethical standards set by each profession, and not assume responsibility or authority for another related services provider or special education teacher’s scope of practice. CONTRACTOR shall ensure that all staff are appropriately credentialed to provide instruction and services to students with the disabling conditions placed in their program/school through documentation provided to the CDE (5 CCR 3064 (a)).

  • Blue Sky Qualification The purchase of Units under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Units from applicable federal and state securities laws. The Company shall not be required to qualify this transaction under the securities laws of any jurisdiction and, should qualification be necessary, the Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the jurisdiction.

  • State Securities Laws Compliance The Company shall use its best efforts to (i) register or qualify the Registrable Securities covered by the Registration Statement under such securities or “blue sky” laws of such jurisdictions in the United States as the holders of Registrable Securities included in such Registration Statement (in light of their intended plan of distribution) may request and (ii) take such action necessary to cause such Registrable Securities covered by the Registration Statement to be registered with or approved by such other governmental authorities as may be necessary by virtue of the business and operations of the Company and do any and all other acts and things that may be necessary or advisable to enable the holders of Registrable Securities included in such Registration Statement to consummate the disposition of such Registrable Securities in such jurisdictions; provided, however, that the Company shall not be required to qualify generally to do business in any jurisdiction where it would not otherwise be required to qualify but for this paragraph or subject itself to taxation in any such jurisdiction.

  • Regulation D Qualification Neither the Company nor, to its actual knowledge, any of its affiliates, members, officers, directors or beneficial shareholders of 20% or more of its outstanding securities, has experienced a disqualifying event as enumerated pursuant to Rule 506(d) of Regulation D under the Securities Act.

  • Nasdaq Qualification The Shares to be issued shall be duly authorized for listing by Nasdaq, subject to official notice of issuance, to the extent required by the rules of Nasdaq.

  • California Corporate Securities Law THE SALE OF THE SECURITIES THAT ARE THE SUBJECT OF THIS WARRANT HAS NOT BEEN QUALIFIED WITH THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102, OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS WARRANT ARE EXPRESSLY CONDITIONED UPON THE QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.

  • Insurer Qualifications Without limiting any obligations or liabilities of Consultant, Consultant shall purchase and maintain, at its own expense, hereinafter stipulated minimum insurance with insurance companies authorized to do business in the State of Arizona pursuant to ARIZ. REV. STAT. § 20-206, as amended, with an AM Best, Inc. rating of A- or above with policies and forms satisfactory to the City. Failure to maintain insurance as specified herein may result in termination of this Agreement at the City’s option.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!