Common use of Due Qualification or Exemption Clause in Contracts

Due Qualification or Exemption. (A) The Offering will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 5 contracts

Samples: Agency Agreement (Commonwealth Associates /Bd), Agency Agreement (Commonwealth Associates /Bd), Agency Agreement (Commonwealth Associates /Bd)

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Due Qualification or Exemption. (A) The Offering offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 4 contracts

Samples: Agency Agreement (Irata Inc), Agency Agreement (Commonwealth Associates /Bd), Agency Agreement (Imall Inc)

Due Qualification or Exemption. (A) The Offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(c) below not later than the Closing Date, subject to any filings to be made thereafter, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 2 contracts

Samples: Agency Agreement (Xytronyx Inc), Agency Agreement (Ribogene Inc / Ca/)

Due Qualification or Exemption. (A) The Offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e5(d) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units Shares shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;.

Appears in 1 contract

Samples: Placement Agency Agreement (Ventures United Inc)

Due Qualification or Exemption. (A) The Offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e5(d) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;.

Appears in 1 contract

Samples: Placement Agency Agreement (Nai Technologies Inc)

Due Qualification or Exemption. (A) The Offering will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(c) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (U S Wireless Data Inc)

Due Qualification or Exemption. (A) The Offering will become qualified or be exempt from qualification under the securities or "blue sky" laws of the several states pursuant to paragraph 4(eSection 4(d) below not later than the Initial Preferred Closing Date, and (B) at the any Closing Date no stop order suspending the sale of the Preferred Units shall have been issued, issued and no proceeding proceedings by any governmental authority, self regulatory organization or any securities exchange for that purpose shall have been initiated or threatenedthreatened in writing;

Appears in 1 contract

Samples: Placement Agency Agreement (Intraware Inc)

Due Qualification or Exemption. (A) The Offering offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(c) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: The Agency Agreement (Accumed International Inc)

Due Qualification or Exemption. (A) The Offering will become qualified or be exempt from qualification under the securities or "blue sky" laws of the several states pursuant to paragraph 4(e4(d) below not later than the Initial Preferred Closing Date, and (B) at the any Closing Date no stop order suspending the sale of the Preferred Units and Bridge Securities shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Drkoop Com Inc)

Due Qualification or Exemption. (A) The Offering will contemplated by this Agreement shall become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(c) below not later than the Closing Date, subject to any filings to be made thereafter, and (B) at the Closing Date Date, no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Procept Inc)

Due Qualification or Exemption. (A) The Offering will become qualified or be exempt from qualification under the securities or "blue sky" laws of the several states pursuant to paragraph 4(eSection 4(d) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding proceedings by an governmental agency, self-regulatory organization or any securities exchange for that purpose shall have been initiated or threatened;.

Appears in 1 contract

Samples: Agency Agreement (Proxymed Inc /Ft Lauderdale/)

Due Qualification or Exemption. (A) The Private Offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(eSection 6(b) below above not later than the each Closing Date, and (B) at the each Closing Date Date, no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Alfacell Corp

Due Qualification or Exemption. (A) The Offering will become qualified or be exempt from qualification under the securities or "blue sky" laws of the several states pursuant to paragraph 4(e4(d) below not later than the Initial Preferred Closing Date, and (B) at the any Closing Date no stop order suspending the sale of the Preferred Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Drkoop Com Inc)

Due Qualification or Exemption. (A) The Offering offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units Shares shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Medical Science Systems Inc)

Due Qualification or Exemption. (A) The Offering offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph Section 4(e) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Care Group Inc)

Due Qualification or Exemption. (A) The Offering Placements will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Dynamicweb Enterprises Inc)

Due Qualification or Exemption. (Ai) The Offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(eSection 6(b) below above not later than the Closing Termination Date, and (Bii) at the Closing Termination Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Karts International Inc

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Due Qualification or Exemption. (A) The Offering contemplated by this ------------------------------ Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e3(c) below not later than the Closing Date, subject to any filings to be made thereafter, and (B) at the Closing Date Date, no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Placement Agency Agreement (Conversion Technologies International Inc)

Due Qualification or Exemption. (A) The Offering contemplated by this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Commonwealth Associates /Bd)

Due Qualification or Exemption. (A) The Offering Placement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(eSection 3(c) below not later than the Closing Date, subject to any filings to be made thereafter and (B) at the Closing Date no stop order suspending the sale of the Units Shares shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Placement Agency Agreement (Averion International Corp.)

Due Qualification or Exemption. (Ai) The Offering will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(eSection 6(b) below above not later than the Closing Date, and (Bii) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Ediets Com Inc

Due Qualification or Exemption. (A) The Offering described in this Agreement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e) 4.4 below not later than the Initial Closing Date, and (B) at the Initial Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Worldwide Web Networx Corp)

Due Qualification or Exemption. (A) The Offering Placement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(d) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Placement Agency Agreement (Intraware Inc)

Due Qualification or Exemption. (A) The Offering will contemplated by this Agreement shall become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(c) below not later than the Closing Date, subject to any filings to be made thereafter and (B) at the applicable Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Pacific Pharmaceuticals Inc)

Due Qualification or Exemption. (A) The Offering Placements will ------------------------------ become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(d) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Healthwatch Inc)

Due Qualification or Exemption. (A) The Offering Placement will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(d) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Special Warrants or the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Infowave Software Inc)

Due Qualification or Exemption. (A) The Offering Financing will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e4(d) below not later than the Initial Closing Date, Date and (B) at the Closing Date no stop order suspending the sale of the Units Securities shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Proxymed Inc /Ft Lauderdale/)

Due Qualification or Exemption. (A) The Offering will become qualified or be exempt from qualification under the securities laws of the several states pursuant to paragraph 4(e) below not later than the Closing Date, and (B) at the Closing Date no stop order suspending the sale of the Units shall have been issued, and no proceeding for that purpose shall have been initiated or threatened;

Appears in 1 contract

Samples: Agency Agreement (Tarpon Industries, Inc.)

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