Qualification Rights Clause Samples
The Qualification Rights clause defines the conditions under which a party is permitted to participate in certain activities or receive specific benefits, typically in the context of investments or shareholder agreements. This clause often outlines the criteria an investor must meet—such as holding a minimum number of shares or meeting certain financial thresholds—to qualify for rights like participating in future funding rounds or accessing company information. Its core practical function is to ensure that only parties who meet predefined standards are granted particular privileges, thereby protecting the interests of the company and managing access to sensitive opportunities or information.
Qualification Rights. Masterworks will have the right to request that the Company qualify on Form 1-A, or a comparable form, the resale of any Class A shares beneficially owned by Masterworks or any entity administered by Masterworks. There are no limitations or restrictions on the size or frequency of such qualification requests, other than pursuant to applicable law, provided, that all costs associated with any such qualification shall be the responsibility of Masterworks.
Qualification Rights. Any Affiliate of the Administrator will have the right to request that the Company qualify on Form 1-A, or a comparable form, the resale of any Class A shares beneficially owned by such Affiliate. There are no limitations or restrictions on the size or frequency of such qualification requests, other than pursuant to applicable law, provided, that all costs associated with any such qualification shall be the responsibility of the requesting party.
Qualification Rights. (1) The Company agrees to prepare and file with the Commission an Offering Statement on Form 1-A, or, in the discretion of the Company, such offering document as may then be required to be filed with the SEC to seek an exemption pursuant to Section 3(b)(2) of the Act (any of the foregoing, an “Offering Statement”) with respect to the Issuable Units associated with the Purchase Period and will use commercially reasonable efforts to cause such Offering Statement to be declared qualified by the Commission as soon as practicable thereafter. Such Offering Statement shall be filed with the Commission sufficiently in advance, in the Company’s commercially reasonable judgment, to provide for such Offering Statement to be declared effective on or prior to the Purchase Period.
(2) The Company shall use commercially reasonable efforts to keep the Offering Statement continuously qualified for at least that period beginning on the date on which the Offering Statement is declared qualified and ending on a date sufficient to allow for the expiration of the Purchase Period. During the period that the Offering Statement is qualified, the Company shall supplement or make amendments to the Offering Statement, as required by the Securities Act or other law, and shall use its commercially reasonable efforts to have such supplements and amendments declared qualified, if required, as soon as practicable after filing.
(3) The Company shall use its commercially reasonable efforts to register or qualify Issuable Units under applicable state securities or “blue sky” laws as of the date of qualification of the Offering Statement or as soon as practicable thereafter, but only to the extent legally required to do so, and shall use its commercially reasonable efforts to keep such registration or qualification in effect for so long as the Offering Statement remains qualified with the Commission.
(4) Notwithstanding the provisions of subsections (a) – (c) of this Section 12:
(A) the Company shall have no obligation to file or seek qualification of an Offering Statement with the Commission if the Company has determined, upon the opinion of counsel, that another exemption or exception from registration under the Securities Act is applicable to the issuance of the Issuable Units; and
(B) the Company shall have no obligation to register or qualify the Issuable Units under any state’s securities or “blue sky” laws if the Company has determined, upon the opinion of counsel, that another exempti...
Qualification Rights. Provided ▇▇ ▇▇▇▇▇▇’▇ Ownership Interest is at least ten percent (10%), La Mancha and its affiliates shall have the following resale qualification rights with respect to (i) Voting Shares or (ii) Convertible Securities
Qualification Rights. Subject to Article 4 and provided ▇▇ ▇▇▇▇▇▇ holds at least 10% of the outstanding Voting Shares, ▇▇ ▇▇▇▇▇▇ shall have the following resale qualification rights with respect to Voting Shares:
Qualification Rights