Common use of Blue Sky Filing Clause in Contracts

Blue Sky Filing. The Company will endeavor in good faith, in cooperation with the Underwriter to qualify the Securities for offering and sale under the securities laws of such jurisdictions as the Underwriter may reasonably designate, provided 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. In each jurisdiction where such qualification shall be effected, the Company will, unless the Underwriter agrees that such action is not at the time necessary or advisable, use all reasonable efforts to file and make such statements or reports at such times as are or may be required by the laws of such jurisdiction. The Company, at its expense, will cause its counsel to provide to the Underwriter a Preliminary Blue Sky Memorandum and Final Blue Sky Memorandum, in such quantities as the Underwriter reasonably request, for its use and the use of the selling members in connection with the offer and sale of the Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Parametric Sound Corp), Underwriting Agreement (Parametric Sound Corp)

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Blue Sky Filing. The Company will endeavor in good faith, in cooperation with the Underwriter Underwriters to qualify the Securities for offering and sale under the securities laws of such jurisdictions as the Underwriter Underwriters may reasonably designate, provided 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. In each jurisdiction where such qualification shall be effected, the Company will, unless the Underwriter Underwriters agrees that such action is not at the time necessary or advisable, use all reasonable efforts to file and make such statements or reports at such times as are or may be required by the laws of such jurisdiction. The Company, at its expense, will cause its counsel to provide to the Underwriter Underwriters a Preliminary Blue Sky Memorandum and Final Blue Sky Memorandum, in such quantities as the Underwriter Underwriters reasonably request, for its use and the use of the selling members in connection with the offer and sale of the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Parametric Sound Corp)

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Blue Sky Filing. The Company will endeavor in good faith, in cooperation with the Underwriter Underwriter, at or prior to the time the Registration Statement becomes effective, to qualify the Securities for offering and sale under the securities laws of such jurisdictions as the Underwriter may reasonably designate, provided 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. In each jurisdiction where such qualification shall be effected, the Company will, unless the Underwriter agrees that such action is not at the time necessary or advisable, use all reasonable efforts to file and make such statements or reports at such times as are or may be required by the laws of such jurisdiction. The Company, at its expense, will cause its counsel to provide to the Underwriter a Preliminary Blue Sky Memorandum and Final Blue Sky Memorandum, in such quantities as the Underwriter reasonably requestrequests, for its use and the use of the selling members in connection with the offer and sale of the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Imprimis Pharmaceuticals, Inc.)

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