Authorization and Description of Offered Securities. The Offered Securities have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement against payment of the consideration set forth herein, will be validly issued and fully paid and non-assessable; and the issuance of the Offered Securities is not subject to the preemptive or other similar rights of any securityholder of the Company. The Common Stock conforms to all statements relating thereto contained in the Registration Statement, the General Disclosure Package and the Final Prospectus and such descriptions conform to the rights set forth in the instruments defining the same. No holder of Offered Securities will be subject to personal liability by reason of being such a holder.
Authorization and Description of Offered Securities. The Offered Securities have been duly authorized for issuance and, when issued and delivered by the Company against payment therefor in accordance with this Agreement and the ADS Lending Agreements and the Deposit Agreement, will be validly issued, fully paid and non-assessable, assuming due issuance of the Offered Securities by the Depositary, and will be issued free and clear of all liens, encumbrances or claims; the Shares, the ADRs and the ADSs conform to all statements relating thereto contained in the Registration Statement, the General Disclosure Package and the Final Prospectus, including statements under the captions “Description of Securities,” “Description of Share Capital” and “Description of American Depositary Shares” and such descriptions conform in all material respects to the rights set forth in the instruments defining the same; except as disclosed in the General Disclosure Package or the Registration Statement, no holder of the Offered Securities is or will be subject to personal liability by reason of being such a holder; and the issuance of the Offered Securities to be delivered by the Company is not subject to the preemptive or other similar rights of any security holder of the Company.
Authorization and Description of Offered Securities. The Company has full corporate power and authority to issue the Common Shares, the Warrants, the Agent Options and the Advisory Fee Units. The Common Shares comprising the Units and Over-Allotment Units have been duly authorized for issuance and sale and when issued and delivered by the Company, against payment of the consideration set forth herein, such Common Shares will be validly issued as fully paid and non-assessable shares. The Warrants have been duly and validly created and, at the Time of Closing, will be duly and validly issued and delivered. Upon the exercise of the Warrants in accordance with their terms and the Warrant Indenture including receipt by the Company of the proper consideration therefor, the Warrant Shares issuable thereunder will be validly issued as fully paid and non-assessable Common Shares in the capital of the Company. The Common Shares and Warrants conform and will conform at the Time of Closing to all statements relating thereto contained in the Offering Documents and such description conforms to the rights set forth in the instruments defining the same. The issuance of the Offered Securities are not subject to the pre-emptive rights of any shareholder of the Company (or such rights have been irrevocably waived), and all corporate action required to be taken by the Company for the authorization, issuance, sale and delivery of the Offered Securities has been validly taken at the date hereof or will have been taken by the Closing Date.
Authorization and Description of Offered Securities. The Offered Securities to be purchased by the Underwriters from the Company have been duly authorized and, at the applicable Closing Date, will have been duly executed by the Company and, when authenticated, issued and delivered in the manner provided for in the Indenture and delivered against payment therefor pursuant to this Agreement, will constitute valid and binding obligations of the Company entitled to the benefits of the Indenture, enforceable against the Company in accordance with their terms, except as may be limited by bankruptcy, insolvency (including, without limitation, all laws relating to fraudulent transfers), reorganization, moratorium or other similar legal requirements affecting the enforcement of creditors' rights generally and by general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law) and except to the extent that the indemnification provisions thereof may be limited by federal or state securities laws and public policy considerations in respect thereof, and will be in the form contemplated by, and entitled to the benefits of, the Indenture. The descriptions of the Indenture and the Offered Securities set forth under the heading “Description of the Notes” in the Statutory Prospectus and the Final Prospectus and “Description of Debt Securities” in the Statutory Prospectus, insofar as such statements purport to summarize certain provisions of the Offered Securities and Indenture, provide a fair summary of such provisions.
Authorization and Description of Offered Securities. The Offered Securities have been duly authorized for issuance and sale, and the Offered Securities when issued and delivered by the Company pursuant to this Agreement against payment of the consideration set forth herein, will be duly created and validly issued as fully paid and non-assessable securities in the capital of the Company. The descriptions of the Agency Series A Shares and the Offered Common Shares in the Prospectus are true, complete and accurate descriptions in all material respects of the rights, privileges, restrictions, terms and conditions attaching to such securities.
