Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 665 contracts
Samples: Intra-Cellular Therapies, Inc., Underwriting Agreement (Jones Energy, Inc.), Underwriting Agreement (Krispy Kreme, Inc.)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 296 contracts
Samples: Underwriting Agreement (Keysight Technologies, Inc.), Underwriting Agreement (TJX Companies Inc /De/), Underwriting Agreement (TJX Companies Inc /De/)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 169 contracts
Samples: Underwriting Agreement (Seattle Genetics Inc /Wa), Underwriting Agreement (Global Blood Therapeutics, Inc.), Execution Version (Alnylam Pharmaceuticals, Inc.)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 104 contracts
Samples: Underwriting Agreement (Cheesecake Factory Inc), Underwriting Agreement (Spectranetics Corp), Underwriting Agreement (Ati Inc)
Blue Sky Compliance. The Company will qualify the Shares Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesUnits; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 80 contracts
Samples: Forward Purchase Agreement (Longview Acquisition Corp.), Underwriting Agreement (Kensington Capital Acquisition Corp.), Underwriting Agreement (Hamilton Lane Alliance Holdings I, Inc.)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 74 contracts
Samples: Underwriting Agreement (Generac Holdings Inc.), Letter Agreement (Karat Packaging Inc.), Underwriting Agreement (Surgery Partners, Inc.)
Blue Sky Compliance. The If required by applicable law, the Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 59 contracts
Samples: Underwriting Agreement (SOPHiA GENETICS SA), Underwriting Agreement (Phreesia, Inc.), Underwriting Agreement (Akcea Therapeutics, Inc.)
Blue Sky Compliance. The Company will qualify the Shares Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesUnits; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 52 contracts
Samples: Underwriting Agreement (Frontier Investment Corp), Underwriting Agreement (Catcha Investment Corp 2.0), Underwriting Agreement (Catcha Investment Corp)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriters shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 38 contracts
Samples: Option Care (Option Care Health, Inc.), Underwriting Agreement (Option Care Health, Inc.), Underwriting Agreement (Brighthouse Financial, Inc.)
Blue Sky Compliance. The Company will qualify the Shares Public Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesPublic Units; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 25 contracts
Samples: Warrant Agreement (Lakeshore Acquisition II Corp.), Warrant Agreement (Lakeshore Acquisition II Corp.), Underwriting Agreement (KnightSwan Acquisition Corp)
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 22 contracts
Samples: Underwriting Agreement (Apollo Residential Mortgage, Inc.), Underwriting Agreement (Apollo Residential Mortgage, Inc.), Management Agreement (Apollo Commercial Real Estate Finance, Inc.)
Blue Sky Compliance. The Company will qualify the Shares Public Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesPublic Units; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 16 contracts
Samples: Underwriting Agreement (Chain Bridge I), Underwriting Agreement (890 5th Avenue Partners, Inc.), Trust Agreement (Foresight Acquisition Corp. II)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky blue sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 14 contracts
Samples: Lithium Americas Corp., Underwriting Agreement (MPT Operating Partnership, L.P.), Underwriting Agreement (Medical Properties Trust Inc)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 11 contracts
Samples: Management Agreement (Arbor Realty Trust Inc), Underwriting Agreement (Senseonics Holdings, Inc.), Underwriting Agreement (Oasis Petroleum Inc.)
Blue Sky Compliance. The If required by the applicable law, the Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 9 contracts
Samples: Underwriting Agreement (Oak Street Health, Inc.), Underwriting Agreement (Oak Street Health, Inc.), Smith Douglas Homes Corp.
Blue Sky Compliance. The Company will endeavor to qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for the distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 9 contracts
Samples: Underwriting Agreement (Oracle Corp), Underwriting Agreement (Oracle Corp), Underwriting Agreement (Oracle Corp)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for the offering and distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Underwriting Agreement (Nasdaq, Inc.), Nasdaq, Inc., Borse Dubai LTD
Blue Sky Compliance. The Company will shall qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will shall continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 8 contracts
Samples: Underwriting Agreement (Globant S.A.), Letter Agreement (Globant S.A.), Underwriting Agreement (Globant S.A.)
Blue Sky Compliance. The Company will qualify the Shares Offered Securities for offer and sale under the securities or Blue Sky laws of such U.S. jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 7 contracts
Samples: Underwriting Agreement (Ak Steel Holding Corp), Underwriting Agreement (Ak Steel Holding Corp), Underwriting Agreement (Ak Steel Holding Corp)
Blue Sky Compliance. The To the extent required, the Company will qualify the Shares Notes for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesNotes; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 7 contracts
Samples: Underwriting Agreement (Avery Dennison Corp), Avery Dennison Corp, Avery Dennison Corp
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such U.S. jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (United States Steel Corp), Underwriting Agreement (United States Steel Corp), Underwriting Agreement (United States Steel Corp)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subjectsubject thereto.
Appears in 6 contracts
Samples: Sunnova Energy International Inc., Sunnova Energy International Inc., Sunnova Energy International Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where which it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (Approach Resources Inc), Concho Resources (Concho Resources Inc), Underwriting Agreement (Concho Resources Inc)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriters shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Underwriting Agreement (Clovis Oncology, Inc.), Walgreens Boots Alliance, Inc., Affymetrix Inc
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation with regards to doing business in any such jurisdiction if it is not otherwise so subject.
Appears in 6 contracts
Samples: Twist Bioscience Corp, Twist Bioscience Corp, Twist Bioscience Corp
Blue Sky Compliance. The Company will use reasonable efforts to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that neither the Company nor Evolent Health shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Evolent Health, Inc., Evolent Health, Inc., Evolent Health, Inc.
Blue Sky Compliance. The Company Company, in cooperation with the Representatives, will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Underwriting Agreement (Paycor Hcm, Inc.), InnovAge Holding Corp., InnovAge Holding Corp.
Blue Sky Compliance. The If required by applicable law, the Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Underwriting Agreement (Global Ship Lease, Inc.), Underwriting Agreement (Global Ship Lease, Inc.), Presidio, Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will use its commercially reasonable efforts to continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Underwriting Agreement (Sovos Brands, Inc.), Underwriting Agreement (Ceridian HCM Holding Inc.), Sovos Brands, Inc.
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that neither the Company nor the Guarantor shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Freeport-McMoran Inc, Freeport-McMoran Inc, Navistar International Corp
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution the offering and resale of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Purchase Agreement (Sba Communications Corp), Sba Communications Corp, Sba Communications Corp
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that neither the Company nor Xxxxxxxx Xxxx shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Letter Agreement (Hamilton Lane INC), Hamilton Lane INC, Hamilton Lane INC
Blue Sky Compliance. The Company will use its best efforts to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 5 contracts
Samples: Amicus Therapeutics, Inc., Amicus Therapeutics Inc, Amicus Therapeutics Inc
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Apollo Residential Mortgage, Inc.), Lithia Motors Inc, Watson Pharmaceuticals Inc
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Placement Agent shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Placement Agency Agreement (ImmunityBio, Inc.), Placement Agency Agreement (Seres Therapeutics, Inc.), Placement Agency Agreement (ImmunityBio, Inc.)
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Axalta Coating Systems Ltd.), Underwriting Agreement (Teladoc, Inc.), Underwriting Agreement (Apollo Residential Mortgage, Inc.)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for the distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Homebanc Corp), Underwriting Agreement (Homebanc Corp), Underwriting Agreement (Homebanc Corp)
Blue Sky Compliance. The Company will qualify the Shares Notes for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesNotes; provided that neither the Company nor any of the Guarantors shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Omnicare Inc), Omnicare Inc, Omnicare Inc
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Quark Pharmaceuticals Inc), Vanda Pharmaceuticals Inc., Vanda Pharmaceuticals Inc.
Blue Sky Compliance. The Company will qualify the Shares Notes for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesNotes; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Avalonbay Communities Inc), Underwriting Agreement (Avalonbay Communities Inc), Underwriting Agreement (Avalonbay Communities Inc)
Blue Sky Compliance. The Company will qualify the Offered Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Offered Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Letter Agreement (SodaStream International Ltd.), Underwriting Agreement (Objet LTD), Underwriting Agreement (SodaStream International Ltd.)
Blue Sky Compliance. The If required by applicable law, the Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (SVMK Inc.), Cambium Networks Corp, GoPro, Inc.
Blue Sky Compliance. The Company will qualify the Shares Units for offer and sale under the securities or Blue Sky laws of such United States jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesUnits; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Palatin Technologies Inc), Palatin Technologies Inc, EnteroMedics Inc
Blue Sky Compliance. The Company will use its reasonable best efforts to qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Martin Marietta Materials Inc), Underwriting Agreement (Martin Marietta Materials Inc), Underwriting Agreement (SPX Corp)
Blue Sky Compliance. The Company will qualify the Shares Offered Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Ak Steel Holding Corp), Agreement (Ak Steel Holding Corp), Agreement (Ak Steel Holding Corp)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Company shall reasonably request determine and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the parties hereto agree that it is reasonable if the Company shall does not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 4 contracts
Samples: Underwriting Agreement (Tronox Holdings PLC), Underwriting Agreement (Tronox LTD), Underwriting Agreement (Exxaro Resources LTD)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such U.S. jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (United States Steel Corp), Exterran Holdings Inc., Underwriting Agreement (United States Steel Corp)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions in the U.S. as the Representatives shall reasonably request (and in such foreign jurisdictions as the Company and the Representatives shall mutually agree) and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Energizer Holdings Inc, Energizer Holdings, Inc., Energizer Holdings, Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that in no event shall the Company shall not be required obligated to (i) qualify as a foreign corporation or other entity or as a dealer in securities do business in any such jurisdiction where it is not now so qualified or to take any action that would not otherwise be required to so qualify, (ii) file any general consent subject it to service of process in suits, other than those arising out of the offering or sale of the Shares, in any such jurisdiction or (iii) where it is not now so subject and the Company will not be required to subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: BioFuel Energy Corp., BioFuel Energy Corp., RHI Entertainment, Inc.
Blue Sky Compliance. The Company will qualify the Underwritten Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Underwritten Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Synovus Financial Corp, Regency Centers Corp, Synovus Financial Corp
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of Canada and such other jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (DealerTrack Holdings, Inc.), DealerTrack Holdings, Inc., DealerTrack Holdings, Inc.
Blue Sky Compliance. The Company will cooperate with the Representatives to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution the offering and resale of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Equitable Resources Inc /Pa/), Master Purchase Agreement (EQT Corp), Underwriting Agreement (EQT Corp)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where which it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Approach Resources Inc), Underwriting Agreement (Approach Resources Inc), Underwriting Agreement (Approach Resources Inc)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided provided, that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Penn Virginia Corp, Revolution Medicines, Inc., IDEAYA Biosciences, Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, ; (ii) file any general consent to service of process in any such jurisdiction jurisdiction; or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Flagstar Bancorp Inc), Underwriting Agreement (Flagstar Bancorp Inc), Flagstar Bancorp Inc
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect for so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Service Corp International, Service Corp International, Service Corp International
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky blue sky laws of such jurisdictions within the United States as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if in which it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (New Business Netherlands N.V.), Underwriting Agreement (New Business Netherlands N.V.), New Business Netherlands N.V.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction jurisdiction, or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Southern National Bancorp of Virginia Inc), Underwriting Agreement (Capital Bank Corp), Southern National Bancorp of Virginia Inc
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Initial Purchasers shall reasonably request and will continue such qualifications in effect so long as required for distribution the offering and resale of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Purchase Agreement (Sba Communications Corp), Sba Communications Corp, Sba Communications Corp
Blue Sky Compliance. The If required by applicable law, the Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in respect of doing business in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Broadstone Net Lease, Inc.), Broadstone Net Lease, Inc., Broadstone Net Lease, Inc.
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions in the United States as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Retail Properties of America, Inc., Retail Properties of America, Inc., Retail Properties of America, Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will use reasonable best efforts to continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Underwriting Agreement (Omnivision Technologies Inc), Mattson Technology Inc, Steag Electronic Systems Ag
Blue Sky Compliance. The Company will qualify the Underwritten Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Underwritten Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 3 contracts
Samples: Synovus Financial (Synovus Financial Corp), Zai Lab LTD, Synovus Financial Corp
Blue Sky Compliance. The Company will shall cooperate with the Representative and its counsel in endeavoring to qualify the Shares Securities and the Underlying Securities for offer and sale in connection with the offering under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative may designate and shall reasonably request and will continue endeavor to maintain such qualifications in effect so long as required for the distribution of the SharesSecurities; provided provided, however, that the Company shall not be required in connection therewith, as a condition thereof, to (i) qualify as a foreign corporation or other entity or as to execute a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation as doing business in any such jurisdiction if it is not otherwise so subjectjurisdiction.
Appears in 2 contracts
Samples: Purchase Agreement (Akoustis Technologies, Inc.), Purchase Agreement (Northwest Biotherapeutics Inc)
Blue Sky Compliance. The Company will use reasonable efforts to qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for the distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Roper Industries Inc), Underwriting Agreement (Roper Industries Inc)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that neither the Company nor Hxxxxxxx Xxxx shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Letter Agreement (Hamilton Lane INC), Hamilton Lane INC
Blue Sky Compliance. The Company will use reasonable efforts to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Obagi Medical Products, Inc.), Obagi Medical Products, Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; , provided that in connection therewith, the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required or to so qualify, (ii) file any a general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if which it is not otherwise so subject.
Appears in 2 contracts
Samples: Collegiate Funding Services Inc, Collegiate Funding Services Inc
Blue Sky Compliance. The Company will qualify the Shares Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesUnits; provided that none of the Company Copano Parties shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Copano Energy, L.L.C.), Underwriting Agreement (Copano Energy, L.L.C.)
Blue Sky Compliance. The Company will qualify the Placement Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Xxxxx shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Placement Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Merrimack Pharmaceuticals Inc, Merrimack Pharmaceuticals Inc
Blue Sky Compliance. The Company will use its reasonable best efforts, in cooperation with the Underwriters, to qualify the Shares for offer offering and sale under the applicable securities or Blue Sky laws of such states and other jurisdictions (domestic or foreign) as the Representatives shall may reasonably request designate and will continue to maintain such qualifications in effect so long as required for to complete the distribution of the Shares; provided provided, however, that the Company shall not be required obligated to (i) file any general consent to service of process or to qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where in which it would is not otherwise be required so qualified or to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in respect of doing business in any such jurisdiction if in which it is not otherwise so subject.
Appears in 2 contracts
Samples: Cardlytics, Inc., Cardlytics, Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions states in the United States as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriters shall reasonably request and will use its commercially reasonable efforts to continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Ceridian HCM Holding Inc., Sovos Brands, Inc.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided PROVIDED that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Beacon Roofing Supply Inc), Tolerrx Inc
Blue Sky Compliance. The Company will reasonably cooperate with the Representatives to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Blue Sky Compliance. The Company will will, in cooperation with the Representatives, qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Planet Fitness, Inc., Planet Fitness, Inc.
Blue Sky Compliance. The Company will cooperate with the Underwriters to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for the distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Tenneco Inc, Tenneco Automotive Inc
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that neither the Company nor Xxxxxxxx Xxxx shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Letter Agreement (Hamilton Lane INC), Hamilton Lane INC
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for the distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (IHS Markit Ltd.), Pricing Term Sheet (Volcano Corp)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky blue sky laws of such jurisdictions as the Representatives Underwriters shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Medical Properties Trust Inc), Atmos Energy Corp
Blue Sky Compliance. The Company will qualify the Shares Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesUnits; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (AF Acquisition Corp.), AF Acquisition Corp.
Blue Sky Compliance. The If required by law, the Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Prime Medicine, Inc.), Monte Rosa Therapeutics, Inc.
Blue Sky Compliance. The Company will qualify the Shares Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesUnits; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction jurisdiction, or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Constitution Acquisition Corp., Constitution Acquisition Corp.
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that neither the Company nor any Guarantor shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Quicksilver Resources Inc), Underwriting Agreement (Quicksilver Resources Inc)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for the distribution of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Volcano Corp, Trex Co Inc
Blue Sky Compliance. The Company will qualify qualify, if required, the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Sangamo Therapeutics, Inc, Sangamo Therapeutics, Inc
Blue Sky Compliance. The To the extent required, the Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriters shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: TPG Inc., TPG Gp A, LLC
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as reasonably required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Ortho Clinical Diagnostics Holdings PLC, Ortho Clinical Diagnostics Holdings PLC
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation Tax in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Oxford Immunotec Global PLC), Letter Agreement (Oxford Immunotec Global PLC)
Blue Sky Compliance. The Company will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution offering and resale of the SharesSecurities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Registration Rights Agreement (Teekay Corp), Registration Rights Agreement (Atp Oil & Gas Corp)
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided provided, that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Penn Virginia Corp, Penn Virginia Corp
Blue Sky Compliance. The Company will use reasonable efforts to qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that neither the Company nor Evolent Health shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Evolent Health, Inc., Evolent Health, Inc.
Blue Sky Compliance. The Company will qualify the Shares Offered Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriters shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesOffered Securities; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Ctrip Com International LTD, Ctrip Com International LTD
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will use its commercially reasonable efforts to continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Ceridian HCM Holding Inc., Ceridian HCM Holding Inc.
Blue Sky Compliance. The Company Operating Partnership will qualify the Shares Securities for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesSecurities; provided that the Company Operating Partnership shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives Underwriter shall reasonably request and will continue such qualifications in effect so long as required for the distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
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Samples: Underwriting Agreement (Polypore International, Inc.), Polypore International, Inc.
Blue Sky Compliance. The Company will endeavor in good faith to qualify the Shares Units for offer and sale under the securities or Blue Sky laws of such jurisdictions as the Representatives shall reasonably request and will continue such qualifications in effect so long as required for distribution of the SharesUnits; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
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Samples: EJF Acquisition Corp., EJF Acquisition Corp.
Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the applicable securities or Blue Sky laws of such jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
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Blue Sky Compliance. The Company will qualify the Shares for offer and sale under the securities or Blue Sky laws of such United States jurisdictions as the Representatives Representative shall reasonably request and will continue such qualifications in effect so long as required for distribution of the Shares; provided that the Company shall not be required to (i) qualify as a foreign corporation or other entity or as a dealer in securities in any such jurisdiction where it would not otherwise be required to so qualify, (ii) file any general consent to service of process in any such jurisdiction or (iii) subject itself to taxation in any such jurisdiction if it is not otherwise so subject.
Appears in 2 contracts
Samples: Underwriting Agreement (Venaxis, Inc.), Mimedx Group, Inc.
