Common use of Qualification of the Shares Clause in Contracts

Qualification of the Shares. The Company shall take or cause to be taken all necessary action to qualify the Shares for sale under the securities laws of such jurisdictions as the Agents reasonably designate and to continue such qualifications in effect so long as required for the distribution of the Shares, except that the Company shall not be required in connection therewith to (i) qualify as a foreign corporation or to execute a general consent to service of process in any state or (ii) publish a prospectus pursuant to the Prospectus (Directive 2017/1129) Regulations (EU) 2017/2019 or the EU (Prospectus) Regulations 2019 (SI No 380/2019). The Company shall promptly advise the Agents of the receipt by the Company of any notification with respect to the suspension of the qualification of the Shares for offer or sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose.

Appears in 2 contracts

Sources: Equity Distribution Agreement (Prothena Corp Public LTD Co), Equity Distribution Agreement (Prothena Corp Public LTD Co)