Common use of Blue Sky in Demand Registration Clause in Contracts

Blue Sky in Demand Registration. In the event of any Registration pursuant to Section 6, the Company will exercise its best efforts to Register and qualify the securities covered by the Registration Statement under such other securities or Blue Sky laws of such jurisdictions as shall be reasonably appropriate for the distribution of such securities; PROVIDED, HOWEVER, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the securities shall be qualified imposes a non waivable requirement that expenses incurred in connection with the qualification of the securities be borne by the selling shareholders, such expenses shall be payable pro rata by the selling shareholders.

Appears in 1 contract

Samples: Investors' Rights Agreement (Keynote Systems Inc)

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Blue Sky in Demand Registration. In the event of any Registration pursuant to Section 64, the Company will exercise its reasonable best efforts to Register and qualify the securities covered by the Registration Statement under such other securities or Blue Sky sky laws of such jurisdictions as shall be reasonably appropriate for the distribution of such securities; PROVIDEDprovided, HOWEVERhowever, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions jurisdictions, and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the securities shall be qualified imposes a non non-waivable requirement that expenses incurred in connection with the qualification of the securities be borne by the selling shareholders, shareholders such expenses shall be payable pro rata by the selling shareholders.

Appears in 1 contract

Samples: Investor Rights Agreement (Cepheid)

Blue Sky in Demand Registration. In the event of any Registration pursuant to Section 65, the Company will exercise its best efforts to Register and qualify the securities covered by the Registration Statement under such other securities or Blue Sky laws of such jurisdictions as shall be reasonably appropriate for the distribution of such securities; PROVIDEDprovided, HOWEVERhowever, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions jurisdictions, and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the securities shall be qualified imposes a non non-waivable requirement that expenses incurred in the connection with the qualification of the securities be borne by the selling shareholders, such expenses shall be payable pro rata by the selling shareholders.

Appears in 1 contract

Samples: Seattle Filmworks Inc

Blue Sky in Demand Registration. In the event of any Registration ------------------------------- pursuant to Section 65.1, the Company will exercise its best efforts to Register and qualify the securities covered by the Registration Statement under such other securities or Blue Sky laws of such jurisdictions as shall be reasonably appropriate for the distribution of such securities; PROVIDEDprovided, HOWEVERhowever, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions jurisdictions, and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the securities shall be qualified imposes a non non-waivable requirement that expenses incurred in connection with the qualification of the securities be borne by the selling shareholdersstockholders, such expenses shall be payable pro rata by the selling shareholdersstockholders.

Appears in 1 contract

Samples: Stockholders' Agreement (Citysearch Inc)

Blue Sky in Demand Registration. In the event of any Registration pursuant to Section 65, the Company will exercise its best efforts to Register and qualify the securities covered by the Registration Statement under such other securities or Blue Sky laws of such jurisdictions as shall be reasonably appropriate for the distribution of such securities; PROVIDEDprovided, HOWEVERhowever, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions jurisdictions, and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the securities shall be qualified imposes a non non-waivable requirement that expenses incurred in the connection with the qualification of the securities be borne by the selling shareholdersstockholders, such expenses shall be payable pro rata by the selling shareholdersstockholders.

Appears in 1 contract

Samples: Information and Registration Rights Agreement (Corcept Therapeutics Inc)

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Blue Sky in Demand Registration. In the event of any Registration pursuant to Section 68, the Company will exercise its best efforts to Register and qualify the securities covered by the Registration Statement under such other securities or Blue Sky laws of such jurisdictions as shall be reasonably appropriate for the distribution of such securities; PROVIDEDprovided, HOWEVERhowever, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions jurisdictions, and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the securities shall be qualified imposes a non non-waivable requirement that expenses incurred in connection with the qualification of the securities be borne by the selling shareholders, such expenses shall be payable pro rata by the selling shareholders.

Appears in 1 contract

Samples: Information and Registration Rights Agreement (Rambus Inc)

Blue Sky in Demand Registration. In the event of any Registration pursuant to Section 62, the Company will exercise its best efforts to Register and qualify the securities covered by the Registration Statement under such other securities or Blue Sky laws of such jurisdictions as shall be reasonably appropriate for the distribution of such securities; PROVIDEDprovided, HOWEVERhowever, that (i) the Company shall not be required to qualify to do business or to file a general consent to service of process in any such states or jurisdictions jurisdictions, and (ii) notwithstanding anything in this Agreement to the contrary, in the event any jurisdiction in which the securities shall be qualified imposes a non non-waivable requirement that expenses incurred in connection with the qualification of the securities be borne by the selling shareholders, such expenses shall be payable pro rata by selling shareholders (but only to the selling shareholdersextent so required).

Appears in 1 contract

Samples: Information and Registration Rights Agreement (Bentley Systems Inc)

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