Common use of Blue Sky Laws Clause in Contracts

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times during the Effectiveness Period (as defined in the Registration Rights Agreement); PROVIDED, HOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 5 contracts

Samples: Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc)

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Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify and obtain exemptions for the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification or exemption at all times during until the Effectiveness Period (as defined Purchaser notify the Company in the Registration Rights Agreement)writing that it no longer owns Securities; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 5 contracts

Samples: Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD), Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify or exempt the issuance and sale of the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification or exemption at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in the Registration Rights Agreement)writing that it no longer owns Securities; PROVIDED, HOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 4 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Tanisys Technology Inc), Convertible Preferred Stock Purchase Agreement (Big Entertainment Inc), Stock Purchase Agreement (Planet Entertainment Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify or exempt the issuance and sale of the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification or exemption at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in the Registration Rights Agreement)writing that it no longer owns Securities; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 3 contracts

Samples: Convertible Preferred Stock Purchase Agreement (I Link Inc), Convertible Preferred Stock Purchase Agreement (Big Entertainment Inc), Convertible Preferred Stock Purchase Agreement (Tanisys Technology Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification at all times during the Effectiveness Period (as defined in the Registration Rights Agreement); PROVIDED, HOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 3 contracts

Samples: Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers any Investor may request and shall continue such qualification at all times during until the Effectiveness Period (as defined Investor notifies the Company in the Registration Rights Agreement)writing that it no longer owns Shares; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its the Company Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Nexsan Corp), Stock Purchase Agreement (Nexsan Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in writing that it no longer owns Shares, the Registration Rights Agreement)Warrant or Underlying Shares; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Vasomedical Inc), Convertible Preferred Stock Purchase Agreement (Vasomedical Inc)

Blue Sky Laws. In accordance with the Registration Rights this Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in the Registration Rights Agreement)writing that they no longer own Securities; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 2 contracts

Samples: Convertible Debenture Unit Purchase Agreement (Integrated Environmental Technologies, Ltd.), Convertible Debenture Unit Purchase Agreement (Integrated Environmental Technologies, Ltd.)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company Corporation shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers any Stockholder may request and shall continue such qualification at all times during until the Effectiveness Period (as defined Stockholder notifies the Corporation in the Registration Rights Agreement)writing that it no longer owns Shares; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries Corporation shall not be required in connection therewith to qualify as a foreign corporation where they are it is not now so qualified or to take any action that would subject the Company Corporation to general service of process in any such jurisdiction where it is not then so subject.

Appears in 2 contracts

Samples: Stockholders’ Agreement (Nexsan Corp), Stockholders’ Agreement (Nexsan Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Shares, the Warrants, the Warrant Shares and the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall to continue such qualification at all times during through the Effectiveness Period (as defined in third anniversary of the Registration Rights Agreement)Closing Date; PROVIDED, HOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in the Registration Rights Agreement)writing that it no longer owns Convertible Debentures, Warrants or Underlying Shares; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Registration Rights Agreement (Playnet Technologies Inc)

Blue Sky Laws. In accordance with the Registration Rights ------------- Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification at all times during through the Effectiveness Period (as defined in third anniversary of the Registration Rights Agreement)last Closing Date; PROVIDED, HOWEVERprovided, that neither the Company nor its Subsidiaries shall not be required in connection therewith to qualify as a foreign corporation where they are it is not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject or subject the Company to any material tax in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Autonomous Technologies Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times during through the Effectiveness Period (as defined in third anniversary of the Registration Rights Agreement)last Closing Date; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject or subject the Company to any material tax in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cytogen Corp)

Blue Sky Laws. In accordance with the Registration Rights ------------- Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may reasonably request and shall continue such qualification at all times during until the Effectiveness Period (as defined Purchasers notify the Company in the Registration Rights Agreement)writing that they no longer own Securities; PROVIDEDprovided, HOWEVERhowever, -------- ------- that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Registration Rights Agreement (Fonix Corp)

Blue Sky Laws. In accordance with the Registration Rights ------------- Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may reasonably request and shall continue such qualification at all times during until the Effectiveness Period (as defined Purchasers notify the Company in the Registration Rights Agreement)writing that they no longer own Securities; PROVIDEDprovided, HOWEVERhowever, --------- -------- that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Registration Rights Agreement (Fonix Corp)

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Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification at all times during until the Effectiveness Period earlier of (as defined in i) the date the Underlying Shares Registration Statement is no longer effective pursuant to the Registration Rights Agreement)Agreement or (ii) Purchaser notifies the Company in writing that it no longer owns any Shares, the Warrants or Underlying Shares; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Phoenix Network Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers any Purchaser may reasonably request and shall continue such qualification at all times during through the Effectiveness Period (as defined in third anniversary of the Registration Rights Agreement)last Closing Date; PROVIDED, HOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (PLC Systems Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify or exempt the Underlying Shares issuance and sale of the Securities under the securities or Blue Sky laws of such jurisdictions as the Purchasers may reasonably request and shall continue such qualification or exemption at all times during until the Effectiveness Period (as defined Purchasers notify the Company in the Registration Rights Agreement)writing that they no longer own Securities; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Securities Purchase Agreement (K Tel International Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in the Registration Rights Agreement)writing that it no longer owns Convertible Debentures, Shares or Underlying Shares; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Substance Abuse Technologies Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares and the Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times during through the Effectiveness Period (as defined in third anniversary of the Registration Rights Agreement)last Closing Date; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall not be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject or subject the Company to any material tax in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Illinois Superconductor Corporation)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in the Registration Rights Agreement)writing that it no longer own Securities; PROVIDED, HOWEVER, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (Innovacom Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the The Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Sovereign may reasonably request and shall continue such qualification at all times during until Sovereign notifies the Effectiveness Period (as defined Company in the Registration Rights Agreement)writing that they no longer own Securities; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Exchange Agreement (Fonix Corp)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification at all times during until the Effectiveness Period earlier of (as defined in i) the date the Underlying Shares Registration Statement is no longer effective pursuant to the Registration Rights Agreement)Agreement or (ii) Purchaser notifies the Company in writing that it no longer owns Shares or Underlying Shares; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subjectqualified.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Phoenix Network Inc)

Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify or exempt the issuance and sale of the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification or exemption at all times during until the Effectiveness Period (as defined Purchaser notifies the Company in the Registration Rights Agreement)writing that it no longer owns Securities; PROVIDEDprovided, HOWEVERhowever, that neither the Company nor its Subsidiaries shall not be required in connection therewith to qualify as a foreign corporation where they are it is not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.

Appears in 1 contract

Samples: Stock Purchase Agreement (Compositech LTD)

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