Common use of Authorization and Reservation of Shares Clause in Contracts

Authorization and Reservation of Shares. During the term of this Agreement, TLC will at all times have authorized and reserved a sufficient number of shares of its common stock to provide for the rights to exchange as provided for herein. TLC represents and warrants that (i) all stock issued to Xxxxxxx in exchange for 20/20 stock shall be validly issued, fully paid and non-assessable, and (ii) such stock shall be free of restrictions on transferability imposed by TLC other than the provisions of paragraph 8 hereof and the terms and conditions of the Holdback Agreement (defined in paragraph 8), provided however, that, subject to the provisions of paragraph 7 hereof and the terms and conditions of the Registration Rights Agreement (defined in paragraph 7), such stock may be subject to restrictions on transferability imposed by applicable law..

Appears in 1 contract

Samples: Stock Exchange Agreement (TLC Laser Center Inc)

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Authorization and Reservation of Shares. During the term of this Agreement, TLC will at all times have authorized and reserved a sufficient number of shares of its common stock to provide for the rights to exchange as provided for herein. TLC represents and warrants that (i) all stock issued to Xxxxxxx Karmin in exchange for 20/20 stock shall be validly issued, fully paid and non-assessable, and (ii) such stock shall be free of restrictions on transferability imposed by 20/20 or TLC other than the provisions of paragraph 8 7 hereof and the terms and conditions of the Holdback Agreement (defined in paragraph 8)7), provided however, that, subject to the provisions of paragraph 7 6 hereof and the terms and conditions of the Registration Rights Agreement (defined in paragraph 76), such stock may be subject to restrictions on transferability imposed by applicable law...

Appears in 1 contract

Samples: Stock Exchange Agreement (TLC Laser Center Inc)

Authorization and Reservation of Shares. During the term of this Agreement, TLC will at all times have authorized and reserved a sufficient number of shares of its common stock to provide for the rights to exchange as provided for herein. TLC represents and warrants that (i) all stock issued to Xxxxxxx Donnenfeld in exchange for 20/20 stock shall be validly issued, fully paid and non-assessable, and (ii) such stock shall be free of restrictions on transferability imposed by TLC other than the provisions of paragraph 8 hereof and the terms and conditions of the Holdback Agreement (defined in paragraph 8), provided however, that, subject to the provisions of paragraph 7 hereof and the terms and conditions of the Registration Rights Agreement (defined in paragraph 7), such stock may be subject to restrictions on transferability imposed by applicable law...

Appears in 1 contract

Samples: Stock Exchange Agreement (TLC Laser Center Inc)

Authorization and Reservation of Shares. During the term of this Agreement, TLC will at all times have authorized and reserved a sufficient number of shares of its common stock to provide for the rights to exchange as provided for herein. TLC represents and warrants that (i) all stock issued to Xxxxxxx Speaker in exchange for 20/20 stock shall be validly issued, fully paid and non-assessable, and (ii) such stock shall be free of restrictions on transferability imposed by TLC other than the provisions of paragraph 8 hereof and the terms and conditions of the Holdback Agreement (defined in paragraph 8), provided however, that, subject to the provisions of paragraph 7 hereof and the terms and conditions of the Registration Rights Agreement (defined in paragraph 7), such stock may be subject to restrictions on transferability imposed by applicable law...

Appears in 1 contract

Samples: Stock Exchange Agreement (TLC Laser Center Inc)

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Authorization and Reservation of Shares. During the term of this Agreement, TLC will at all times have authorized and reserved a sufficient number of shares of its common stock to provide for the rights to exchange as provided for herein. TLC represents and warrants that (i) all stock issued to Xxxxxxx Hatch in exchange for 20/20 stock shall be validly issued, fully paid and non-assessable, and (ii) such stock shall be free of restrictions on transferability imposed by 20/20 or TLC other than the provisions of paragraph 8 7 hereof and the terms and conditions of the Holdback Agreement (defined in paragraph 8)7), provided however, that, subject to the provisions of paragraph 7 6 hereof and the terms and conditions of the Registration Rights Agreement (defined in paragraph 76), such stock may be subject to restrictions on transferability imposed by applicable law...

Appears in 1 contract

Samples: Stock Exchange Agreement (TLC Laser Center Inc)

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