Sale and Status of Securities. (a) Subject to the accuracy of the representations made by the Purchaser in Section 3.3, the offer, sale and issuance of the Purchased Shares (i) have been and will be made in compliance with applicable exemptions from the registration and prospectus delivery requirements of the Securities Act and (ii) will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state blue sky laws.
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Samples: Investment Agreement, Investment Agreement (Beacon Roofing Supply Inc)
Sale and Status of Securities. (a) Subject to the accuracy of the representations made by the Purchaser in Section 3.3, the offer, sale and issuance of the Purchased Shares (i) have been and will be made in compliance with applicable exemptions from the registration and prospectus delivery requirements of the Securities Act Act, and (ii) will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state blue sky laws.
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Sale and Status of Securities. (a) Subject to the accuracy of the representations made by the Purchaser Purchasers in Section 3.3, the offer, sale and issuance of the Purchased Shares and the Warrants (i) have has been and will be made in compliance with applicable exemptions from the registration and prospectus delivery requirements of the Securities Act and (ii) will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state material blue sky laws.
Appears in 1 contract
Samples: Investment Agreement (Roadrunner Transportation Systems, Inc.)
Sale and Status of Securities. (a) Subject to the accuracy of the representations made by the Purchaser in Section 3.3, the offer, sale and issuance of the Purchased Preferred Shares (i) have been and will be made in compliance with applicable exemptions from the registration and prospectus delivery requirements of the Securities Act and (ii) will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state material blue sky laws.
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Sale and Status of Securities. (a) Subject to the accuracy of the representations made by the Purchaser Purchasers in Section 3.3, the offer, sale and issuance of the Purchased Shares (i) have has been and will be made in compliance with applicable exemptions from the registration and prospectus delivery requirements of the Securities Act and (ii) will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state material blue sky laws.. (b) The rights, preferences, privileges and restrictions of the Preferred Stock are as stated in the Certificate of Incorporation and the Certificate of Designations. Section 2.5
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Samples: PHX 332633099v6 Investment Agreement (Roadrunner Transportation Systems, Inc.)