Common use of Blue Sky Qualification Clause in Contracts

Blue Sky Qualification. The purchase of Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary to permit the Shares to be sold without registration under applicable securities or “Blue Sky” laws of the states of the United States (or to obtain an exemption from such qualification).

Blue Sky Qualification. The purchase of Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal Federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The My right to purchase of Shares under this Subscription Agreement is are expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal Federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of the Preferred Shares under this Subscription Agreement and the issuance of the Conversion Securities is expressly conditioned upon the exemption from qualification of the offer and sale of the Preferred Shares from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of the Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary to permit the Shares to be sold without registration under applicable securities or “Blue Sky” laws of the states of the United States (or to obtain an exemption from such qualification).

Blue Sky Qualification. The purchase of Shares the Securities under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares Securities from applicable federal Federal and state securities laws. The Company shall file such notices and related documents as necessary will not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company will be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The undersigned's right to purchase of ---------------------- Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of the Shares under this Subscription Agreement is expressly conditioned upon the exemption from registration and/or qualification of the offer and sale of the Shares from applicable federal Federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain the United States (or to obtain an exemption from such qualification)Offering, and may rescind any sale contracted, in the jurisdiction.

Blue Sky Qualification. The My right to purchase of Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal and state securities or blue sky laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of the United States (or Company shall be released from any and all obligations to obtain an exemption from such qualification)maintain its offer, and may rescind any sale contracted, in said jurisdiction.

Blue Sky Qualification. The Subscriber's right to purchase of Shares under this Subscription Agreement is are expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal Federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of Shares and Warrant under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares and Warrants from applicable federal Federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of the United States (or Company shall be released from any and all obligations to obtain an exemption from maintain its offer, and may rescind any sale contracted, in such qualification)jurisdiction.

Blue Sky Qualification. The Undersigned's right to purchase of Shares under this Subscription Conversion Agreement is are expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal Federal and state State securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of Shares Securities under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from Securities under applicable federal Federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of the United States (or Company shall be released from any and all obligations to obtain an exemption from maintain its offer, and may rescind any sale contracted, in such qualification)jurisdiction.

Blue Sky Qualification. The undersigned's right to purchase of the Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal Federal, state and state provincial securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The undersigned's right to ---------------------- purchase of Shares under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of the Preferred Shares under this Subscription Agreement and the issuance of the Conversion Shares is expressly conditioned upon the exemption from qualification of the offer and sale of the Preferred Shares from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states of Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the United States (or to obtain an exemption from such qualification)jurisdiction.

Blue Sky Qualification. The purchase of Shares Securities under this Subscription Agreement is expressly conditioned upon the exemption from qualification of the offer and sale of the Shares Securities from applicable federal and state securities laws. The Company shall file such notices and related documents as necessary not be required to permit qualify this transaction under the Shares to be sold without registration under applicable securities or “Blue Sky” laws of any jurisdiction and, should qualification be necessary, the states Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in the jurisdiction. The Company shall make, at its cost, all necessary filings with the SEC, including the filing of the United States (or to obtain an exemption from such qualification)Form D, and in each state in which securities are sold in this Offering.