Common use of Blue Sky Clause in Contracts

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions states as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service of process in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.;

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement Registration Statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holdersa Holder, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service of process in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best all reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and or except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor(s), provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best all reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders; provided, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement Registration Statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company Parent shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company Parent is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best all reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.;

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, Holder; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities Securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestors, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify -------- the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states state or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Actjurisdiction.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “"blue sky” " laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the Holders; provided, provided that the Company CCIH shall not be required in connection therewith or as a condition thereto to qualify to do business or to file or execute a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestors, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement Registration Statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service of process in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the HoldersRenren, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, First Reserve; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such states or jurisdictions as shall be reasonably requested by the HoldersInvestor, provided provided, however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its reasonable best efforts to register and qualify the securities covered by such registration statement Registration Statement under such other securities or “blue sky” laws Laws of such jurisdictions as shall be reasonably requested by the HoldersPurchaser, provided and do any and all other acts and things that may be reasonably necessary or advisable to enable the Purchaser to consummate the disposition in such jurisdictions of the Registrable Securities owned by such holder; provided, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to To the extent applicable, register and qualify the securities covered by such registration statement under such other securities or “"blue sky” " laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless jurisdictions in which the Company is already subject not otherwise required to qualify or provide such consent to service in such jurisdiction and except as may be required by the Securities Actorder to carry on its business.

Blue Sky. Use its best efforts to The Company shall register and qualify the securities covered by such registration statement Registration Statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestors; provided, provided however, that the Company shall not be required in connection therewith therewith, or as a condition thereto thereto, to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service of process in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the HoldersPurchasers, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use The Company will use its best efforts to register Register and qualify the securities Registrable Securities covered by such registration statement the Registration Statement under such other securities or “blue sky” Blue Sky laws of such United States jurisdictions as shall be reasonably requested by the HoldersHolders for the distribution of such securities; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, Investor; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement Registration Statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided provided, however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holdersany Holder, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use The Company will use its best efforts to register Register and qualify the securities Registrable Securities covered by such registration statement the Registration Statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the HoldersHolders for the distribution of such securities; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best all commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and or qualify the securities covered by such registration statement Registration Statement under such other state securities or “blue sky” sky laws of such jurisdictions as shall be such participating Holders may reasonably requested by the Holdersrequest in writing, provided except that the Company (or the Public Company) shall not for any purpose be required in connection therewith or as a condition thereto to qualify to do business or to file execute a general consent to service of process or to qualify to do business as a foreign corporation in any such states or jurisdictions, unless the Company jurisdiction wherein it is already subject to service in such jurisdiction and except as may be required by the Securities Act.not so qualified;

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such 9 jurisdictions as shall be reasonably requested by the HoldersInvestor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use The Company will exercise its best efforts to register Register and -------- qualify the securities covered by such registration statement Shares included in the Registration Statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by BLP for the Holdersdistribution of such securities; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or business, to file a general consent to service of process process, or to subject itself to taxation in any such states state or jurisdictions, unless the Company jurisdiction in which it is already subject to service in such jurisdiction and except as may be required by the Securities Actnot now so qualified or taxed.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue skyBlue Sky” laws of such jurisdictions as shall will be reasonably requested by the HoldersHolder, provided that the Company shall will not be required in connection therewith or as a condition thereto to qualify to do business in any jurisdiction where it is not then so qualified or to file a general consent to service of process in any such states or jurisdictions, unless the Company jurisdictions where it is already not then so subject to service in such jurisdiction and except as may be required by the Securities Actof process.

Blue Sky. Use its best efforts to register and or qualify the securities covered by such registration statement under such other state securities or “blue sky” sky laws of such jurisdictions as shall be such participating Holders may reasonably requested by the Holdersrequest in writing, provided except that the Company shall not for any purpose be required in connection therewith or as a condition thereto to qualify to do business or to file execute a general consent to service of process or to qualify to do business as a foreign corporation in any such states or jurisdictions, unless the Company jurisdiction wherein it is already subject to service in such jurisdiction and except as may be required by the Securities Actnot so qualified.

Blue Sky. Use its best efforts to register and or qualify the securities covered by such registration statement under such other state securities or “blue sky” sky laws of such jurisdictions as shall be such participating Investors may reasonably requested by the Holdersrequest in writing, provided except that the Company shall not for any purpose be required in connection therewith or as a condition thereto to qualify to do business or to file execute a general consent to service of process or to qualify to do business as a foreign corporation in any such states or jurisdictions, unless the Company jurisdiction wherein it is already subject to service in such jurisdiction and except as may be required by the Securities Act.not so qualified;

Blue Sky. Use The Company will use its best efforts to register Register and qualify the securities Registrable Securities covered by such registration statement the Registration Statement under such other securities or “blue sky” Blue Sky laws of such United States jurisdictions as shall be reasonably requested by the HoldersPurchasers and the Placement Agent for the distribution of such securities; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use The Company will use its best efforts to register Register and qualify the securities Registrable Securities covered by such registration statement the Registration Statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the HoldersPurchasers and the Placement Agent for the distribution of such securities; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its reasonably best efforts to register and qualify the securities covered by such registration statement the Registration Statement under such other the securities or “blue sky” laws of such jurisdictions any jurisdiction as shall be reasonably requested by the Holders, provided provided, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service in such jurisdiction jurisdictions and except as may be required by under the Applicable Securities ActLaw.

Blue Sky. Use its best In the event of any Registration of Registrable Securities pursuant to this Article, the Company shall use commercially reasonable efforts to register and qualify the securities covered by such registration statement the Registration Statement under such other securities or “blue sky” the Blue Sky laws of such jurisdictions as shall be reasonably requested by appropriate for the Holdersdistribution of such securities; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Actapplicable securities laws.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company Client shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best In the event of any Registration of Registrable Securities pursuant to this Article, the Company shall use commercially reasonable efforts to register and qualify the securities covered by such registration statement the Registration Statement under such other securities or “blue sky” the Blue Sky laws of such jurisdictions as shall be reasonably requested by appropriate for the Holdersdistribution of such securities; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act...

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.;

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such states or jurisdictions as shall be reasonably requested by the Holders, provided provided, however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best all reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement Registration Statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor, provided provided, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders; provided, provided however, that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service of process in such jurisdiction and except as may be required by the Securities ActAc.

Blue Sky. Use its reasonable best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the HoldersInvestor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the -------- securities covered by such registration statement under such other securities or “"blue sky” " laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use The Company shall use its reasonable best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall will be reasonably requested by the Holders, provided that the Company shall will not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws sky Laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement the Registration Statement under such other the securities or “blue sky” laws of such jurisdictions any jurisdiction as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service in such jurisdiction jurisdictions and except as may be required by under the Applicable Securities ActLaws.

Blue Sky. Use The Company shall use its best efforts to (a) register and qualify the securities Registrable Securities covered by such registration statement the Registration Statement under such other securities or “blue sky” laws of such jurisdictions in the United States as shall be holders of a majority of the Registrable Securities reasonably requested by the Holdersrequest, provided that the Company shall not be required (b) prepare and file in connection therewith or as a condition thereto those jurisdictions such amendments (including post-effective amendments) and supplements to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction registrations and except qualifications as may be required by necessary to maintain the Securities Act.effectiveness thereof during the

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdictions unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use To the extent applicable, use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions states as shall be reasonably requested by the Registered Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best all reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holdersan Investor, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and or qualify the securities covered by such registration statement under such other state securities or “blue sky” sky laws of such jurisdictions as shall be such Participating Holders may reasonably requested by the Holdersrequest in writing, provided except that the Company shall not for any purpose be required in connection therewith or as a condition thereto to qualify to do business or to file execute a general consent to service of process or to qualify to do business as a foreign corporation in any such states or jurisdictions, unless the Company jurisdiction wherein it is already subject to service in such jurisdiction and except as may be required by the Securities Actnot so qualified.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” of Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities ActAct or comparable securities laws in a jurisdiction other than the United States.

Blue Sky. Use its best efforts to register and qualify the -------- securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and or qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall reasonably be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, jurisdiction (unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.state or jurisdiction). TELENAV, INC. FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT

Blue Sky. Use its best efforts to register and or qualify the securities covered by such registration statement under such other securities or “"blue sky” " laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business in any jurisdiction where it would not otherwise be required to qualify but for this Clause 7.4, to subject itself to taxation in any such jurisdiction or to file a general consent to service of process in any such states or jurisdictionsjurisdiction, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Actjurisdiction.

Blue Sky. Use its reasonable best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” blue-sky laws of such jurisdictions as shall be reasonably requested by the selling Holders, ; provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.;

Blue Sky. Use its reasonable best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or ‘“blue sky” laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.

Blue Sky. Use its best commercially reasonable efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders; provided, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file or execute a general consent to service of process in any such states or jurisdictions, unless jurisdictions or to take any action that would subject the Company is already subject to service of process in such jurisdiction and except suits or to taxation, other than as may be required by to matters in transactions relating to the Securities Actregistration statement, in any jurisdictions where it is not now subject.

Blue Sky. Use its best efforts to register and or qualify the securities covered by such the registration statement under such other the securities or “"blue sky” " laws of such jurisdictions jurisdiction as such selling holder of Shares shall reasonably request, and accomplish any and all other acts which may be reasonably requested by necessary or advisable to enable such selling holder of Shares to consummate the Holdersdisposition in such jurisdictions of the Shares; provided, provided however, that the Company shall not be required in connection therewith or to qualify as a condition thereto to qualify to do business or to file a general consent to service of process foreign corporation in any such states jurisdictions or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Actescrow shares of its capital stock.

Blue Sky. Use use its best efforts to register and qualify the securities covered by such registration statement under such other securities or “blue sky” Blue Sky laws of such jurisdictions as shall be reasonably requested by the Holders, provided that the Company shall not be required in connection therewith or as a condition thereto to qualify to do business or to file a general consent to service of process in any such states or jurisdictions, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act.;