State Qualification. All parties which have had any interest in the Home Loan, whether as mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such interest, were) (1) in compliance with any and all applicable licensing requirements of the laws of the state wherein the Mortgaged Property is located, and (2)(A) organized under the laws of such state, or (B) qualified to do business in such state, or (C) federal savings and loans associations or national banks having principal offices in such state or (D) not doing business in such state so as to require qualification or licensing;
State Qualification. The Company shall use its best efforts to qualify the sale of Registrable Securities to be included in any registration pursuant to this Section 1 under the Blue Sky or other applicable laws of such jurisdictions as a Holder may reasonably request.
State Qualification. The Company will endeavor in good faith, ------------------- in cooperation with you, at or prior to the time the Registration Statement becomes effective under the Act, to qualify the Shares, to the extent required, for offering and sale under the "blue sky" or securities laws of such jurisdictions as you may designate and maintain such qualification in effect for so long as is required for the distribution of such Shares; provided, however, -------- ------- that no such qualification shall be required in any jurisdiction where, as a result thereof, the Company would be subject to service of general process or to taxation as a foreign corporation doing business in such jurisdiction to which it is not then subject. In each jurisdiction, where such qualification shall be effected, the Company will, unless you agree in writing that such action is not at the time necessary or advisable, file and make such statements or reports at such times as are or may be required by the laws of such jurisdiction.
State Qualification. Seller shall promptly pay all costs, fees, charges, taxes and other expenses (including, without limitation, attorneys' fees and expenses) (collectively, "Qualification Costs") incurred by the Company and/or Purchaser after the Closing in connection with efforts to qualify the Company to conduct business as a foreign corporation in good standing under the laws of the States of Illinois and Kentucky. This covenant to pay such Qualification Costs shall be in addition to any indemnification or other promise to pay such Qualification Costs by Seller, and shall not be affected by any disclosure to Purchaser (or Purchaser's knowledge) of the existence of such potential payments for such Qualification Costs.
State Qualification. The Company will cooperate with you in ------------------- endeavoring to qualify the Shares for offering and sale under the securities laws of such jurisdictions as you may designate and to continue such qualifications in effect for so long as may be required for purposes of the distribution of the Shares, except that the Company shall not be required in connection therewith or as a condition thereof to qualify as a foreign corporation, to execute a general consent to service of process in any jurisdiction or to make any undertaking with respect to the conduct of its business. In each jurisdiction in which the Shares shall have been qualified, the Company will make and file such statements, reports and other documents in each year as are or may be reasonably required by the laws of such jurisdiction so as to continue such qualifications in effect for so long a period as you may reasonably request for distribution of the Shares or as otherwise may be required by law. The Company will promptly notify you of the receipt by the Company of any notification with respect to the qualification of the Shares for offering or sale in any jurisdiction or the initiation or threatening of any proceedings for any such purpose.
State Qualification. The Company will use its commercially reasonable efforts to qualify the Shares for offer and sale, or to exempt the Shares from registration, under the applicable securities laws of such states and other jurisdictions as the Agent may reasonably designate, and to maintain such qualifications or exemptions in effect, as applicable, for such period as required by law or regulation; provided that the Company shall not be obligated to file any general consent to service of process or to qualify as a foreign corporation in any jurisdiction in which it is not so qualified or to subject itself to taxation in respect of doing business in any jurisdiction in which it is not otherwise so subject. The Company will file such statements and reports as may be required by the laws of each jurisdiction in which the Shares have been qualified or exempted as above provided.
State Qualification. The Company shall advise Capitol Bay of all states in which the Warrant Shares are qualified or registered under the various state "blue sky" securities laws.
State Qualification. Each of the Purchased Companies shall be qualified to do business in all states in which they lease real property or have employees, or are otherwise required to have such qualifications, and each of the Purchased Companies shall pay all applicable taxes in such states, including all applicable late fees and penalties.
State Qualification. 41 ARTICLE VII - TERMINATION....................................................41 7.1 Termination................................................41 7.2 Procedure and Effect of Termination........................41 ARTICLE VIII - INDEMNIFICATION...............................................42 8.1 Indemnification............................................42 8.2 Arbitration Procedure......................................44 8.3 Remedies...................................................46
State Qualification. In connection with any registration of Registrable Stock pursuant to Sections 2, 3 or 4 or the sale of Registrable Stock pursuant to Rule 144 under the Securities Act, the Company will use its best efforts to qualify the offering under such state securities laws as the Holders requesting registration shall reasonably request or to otherwise satisfy the requirements of such state securities laws.
