Common use of Form D; Blue Sky Laws Clause in Contracts

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 7 contracts

Samples: Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp), Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp), Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp)

AutoNDA by SimpleDocs

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities Debentures, Warrants, Common Shares and Warrant Shares, as required under Regulation D and to provide a copy thereof to the Buyer each Investor promptly after such filing. The Company shall, on or before the each Closing Date, take such action as the Company shall have reasonably determine determined is necessary to qualify the Securities Debentures, Warrants, Common Shares and Warrant Shares for sale to the Buyer Investors at the applicable closing Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer each Investor on or prior to the Closing Date.

Appears in 5 contracts

Samples: Purchase Agreement (Pharmos Corp), Purchase Agreement (Zymetx Inc), Convertible Debenture Purchase Agreement (Worldpages Com Inc)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filingfilings, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Liberty Coal Energy Corp.), 4 Securities Purchase Agreement (Liberty Coal Energy Corp.), Securities Purchase Agreement (Liberty Coal Energy Corp.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. , unless the Company believes it is exempt from filing a form D. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Internet Media Services, Inc.), Securities Purchase Agreement (Internet Media Services, Inc.), Securities Purchase Agreement (Internet Media Services, Inc.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filingexempt, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Unless the Company believes it is exempt, the Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Pocket Games Inc.), Securities Purchase Agreement (Pocket Games Inc.), Securities Purchase Agreement (Pocket Games Inc.)

Form D; Blue Sky Laws. Unless the Company believes it or its counsel determines that there is exempt from such filingan exemption, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.), Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.), Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filingotherwise agreed by Bxxxx, the Company agrees to file a Form D with respect to the Securities as if required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Clearday, Inc.), Securities Purchase Agreement (Clearday, Inc.), Securities Purchase Agreement (Clearday, Inc.)

Form D; Blue Sky Laws. Unless the Company company believes it is exempt from such filingexempt, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Organic Plant Health Inc.), Securities Purchase Agreement (Organic Plant Health Inc.), Securities Purchase Agreement (Organic Plant Health Inc.)

Form D; Blue Sky Laws. Unless the Company it believes it is exempt from any such filingfilings, the Company agrees to file a Form D with respect to the Securities Offered Units as required under Regulation D and to provide a copy thereof to the Buyer Purchaser promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities Offered Units for sale to the Buyer Purchaser at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer Purchaser on or prior to the Closing Date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Arkados Group, Inc.), Securities Purchase Agreement (Arkados Group, Inc.), Securities Purchase Agreement (Arkados Group, Inc.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before or shortly thereafter the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the in respect to this and projected additionally related applicable closing closings pursuant to this Agreement and other related Agreements under applicable securities or "blue sky" laws of the states of the United States (or to obtain an and exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to or shortly thereafter the Closing Date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Max Sound Corp)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filingfilings, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Unless the Company believes it is exempt from such filings, the Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Hydrocarb Energy Corp), Securities Purchase Agreement (Hydrocarb Energy Corp)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities Securities, as required under Regulation D of the Act and to provide a copy thereof to the Buyer each Purchaser promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall have reasonably determine determined is necessary to qualify the applicable Securities for sale to the Buyer Purchasers at the applicable closing Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer each Purchaser on or prior to the Closing Date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Chromavision Medical Systems Inc), Securities Purchase Agreement (Vaxgen Inc)

Form D; Blue Sky Laws. Unless the Company it believes it is exempt from any such filingfilings, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Arkados Group, Inc.), Securities Purchase Agreement (Arkados Group, Inc.)

Form D; Blue Sky Laws. Unless If requested by the Company believes it is exempt from such filingBuyer, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (nDivision Inc.), Securities Purchase Agreement (nDivision Inc.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a "Form D D" with respect to the Securities as required under Regulation D of the Securities Act and to provide a copy thereof to the Buyer Purchaser promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer Purchaser at the applicable closing Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer each Purchaser on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Dial Thru International Corp)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing, if determined by the Company’s SEC counsel that such filing is required. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyclone Power Technologies Inc)

Form D; Blue Sky Laws. Unless the The Company believes it is exempt from such filingagrees, the Company agrees if required, to file a Form D D” with respect to the Securities as required under Regulation D of the Securities Act and to provide a copy thereof to the Buyer Purchaser promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer Purchaser at the applicable closing Closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer Purchaser on or prior to the Closing Date.

Appears in 1 contract

Samples: Exchange Agreement (Speedemissions Inc)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities if and as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing, which requirement shall be considered fulfilled if the Company files such Form D with the SEC through the EXXXX system. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (TWO RIVERS WATER & FARMING Co)

AutoNDA by SimpleDocs

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the each Buyer promptly after such filing. The Company shall, on or before the Closing DateDate and any Additional Closing date, as applicable, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer Buyers at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the each Buyer on or prior to the Closing Datesuch closing date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Arch Therapeutics, Inc.)

Form D; Blue Sky Laws. Unless the Company believes determines it is exempt from such filingfilings, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Skinvisible Inc)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities Debentures and Warrants as required by Rule 506 under Regulation D and to provide a copy thereof to the Buyer Purchaser promptly after such filing. The Company shall, on at or before the Closing DateClosing, take such action as the Company shall reasonably determine is necessary to qualify the Securities Debentures and Warrants for sale to the Buyer at the applicable closing Purchaser pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on each Purchaser at or prior to the Closing DateClosing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Geron Corporation)

Form D; Blue Sky Laws. Unless To the Company believes it is exempt from such filingextent required by applicable law, the Company agrees to timely file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer Purchaser promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer Purchaser at the applicable closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer Purchaser on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Hangover Joe's Holding Corp)

Form D; Blue Sky Laws. Unless the Company company believes it is exempt from such filing, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Banjo & Matilda, Inc.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities Securities, as required under Regulation D under the Act, and to provide a copy thereof to the Buyer Purchaser promptly after such filing. The Company shall, on or before the each Closing Date, take such action as the Company shall have reasonably determine determined is necessary to qualify the Securities and for sale to the Buyer Purchaser at the applicable closing Closing pursuant to this Agreement under applicable securities or "blue sky" laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer Purchaser on or prior to the Closing Date.

Appears in 1 contract

Samples: Note Purchase Agreement (Eagle Wireless International Inc)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filingIf legally necessary, the Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The If legally necessary, the Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Generex Biotechnology Corp)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing, unless the Company believes it is exempt from such filing requirement. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (AnythingIT, Inc.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities as required under Regulation D if, in the opinion of the Company’s counsel such Form D is required to be filled in connection with this transaction, and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the applicable closing pursuant to this Agreement under applicable securities or “blue sky” laws of the states of the United States (or to obtain an exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (NuLife Sciences, Inc.)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities securities as required under Regulation D and to provide a copy thereof to the Buyer promptly after such filing. The Company shall, on or before or shortly thereafter the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities for sale to the Buyer at the in respect to this and projected additionally related applicable closing closings pursuant to this Agreement and other related Agreements under applicable securities or “blue sky” laws of the states of the United States (or to obtain an and exemption from such qualification), and shall provide evidence of any such action so taken to the Buyer on or prior to or shortly thereafter the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Max Sound Corp)

Form D; Blue Sky Laws. Unless the Company believes it is exempt from such filing, the The Company agrees to file a Form D with respect to the Securities Notes as required under Regulation D and to provide upon request a copy thereof to the Buyer each Purchaser promptly after such filing. The Company shall, on or before the Closing Date, take such action as the Company shall reasonably determine is necessary to qualify the Securities Notes and the Conversion Shares for sale to the Buyer at the applicable closing Purchasers pursuant to this Agreement and under the Securities Act, the Exchange Act and applicable securities or “blue sky” Blue Sky laws of the states of the United States (or to obtain an exemption from such qualification)therefrom, and shall provide upon request evidence of any such action so taken to the Buyer each Purchaser on or prior to the Closing Date.

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (Avistar Communications Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.