Common use of Authorization of the Common Shares Clause in Contracts

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 121 contracts

Samples: Underwriting Agreement (Cabg Medical Inc), Underwriting Agreement (Acorda Therapeutics Inc), Underwriting Agreement (Cabg Medical Inc)

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Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters Underwriter from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 12 contracts

Samples: Underwriting Agreement (Wireless Ronin Technologies Inc), Underwriting Agreement (Wireless Ronin Technologies Inc), Underwriting Agreement (Essex Property Trust Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company and paid for by the Underwriters pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 5 contracts

Samples: Underwriting Agreement (Vyyo Inc), Underwriting Agreement (Universal American Financial Corp), Underwriting Agreement (Il Fornaio America Corp)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company against payment therefor pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 4 contracts

Samples: Underwriting Agreement (Ev3 Inc.), Underwriting Agreement (Ev3 Inc.), Underwriting Agreement (Ev3 Inc.)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessablenonassessable and free of any preemptive rights, rights of first refusal or similar rights and will conform to the description thereof contained in the Prospectus.

Appears in 4 contracts

Samples: Underwriting Agreement (CardioVascular BioTherapeutics, Inc.), Underwriting Agreement (CardioVascular BioTherapeutics, Inc.), Underwriting Agreement (CardioVascular BioTherapeutics, Inc.)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.. (f)

Appears in 4 contracts

Samples: Underwriting Agreement (Coldwater Creek Inc), Underwriting Agreement (Coldwater Creek Inc), Underwriting Agreement (Pathogenesis Corp)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessable.

Appears in 3 contracts

Samples: Underwriting Agreement (Mykrolis Corp), Underwriting Agreement (Alnylam Pharmaceuticals Inc), Evergreen Solar Inc

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement Agreement, and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 3 contracts

Samples: Underwriting Agreement (Peritus Software Services Inc), Peritus Software Services Inc, Logility Inc

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company 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, fully paid and nonassessable.

Appears in 3 contracts

Samples: Underwriting Agreement (Symmetry Medical Inc.), Underwriting Agreement (Symmetry Medical Inc.), Underwriting Agreement (Symmetry Medical Inc.)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement [and upon receipt by the Company of the purchase price therefor], will be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Underwriting Agreement (SQL Financials International Inc /De), Underwriting Agreement (SQL Financials International Inc /De)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company and paid for by the Underwriters pursuant to this Agreement, will be validly issued, fully paid and nonassessable. The Common Shares to be purchased by the Underwriters from the Selling Stockholders were validly issued and fully paid and are nonassessable.

Appears in 2 contracts

Samples: Underwriting Agreement (Texas Roadhouse, Inc.), Texas Roadhouse, Inc.

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company to the Underwriters pursuant to and in accordance with the terms of this AgreementAgreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Barnes Group (Barnes Group Inc), Underwriting Agreement (Giant Industries Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessablenon-assessable.

Appears in 2 contracts

Samples: Underwriting Agreement (International Manufacturing Services Inc), Underwriting Agreement (International Manufacturing Services Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to in accordance with this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Underwriting Agreement (Pokertek Inc), Underwriting Agreement (Pokertek Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement against payment therefor, will be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Underwriting Agreement (Nuvasive Inc), Underwriting Agreement (Nuvasive Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessablenonassessable and will conform to the description thereof in the Prospectus. The issuance of the Common Shares is not subject to any preemptive or similar rights.

Appears in 2 contracts

Samples: Nelnet Inc, Nelnet Inc

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessablenon-assessable.

Appears in 2 contracts

Samples: Underwriting Agreement (Amerivest Properties Inc), Underwriting Agreement (Amerivest Properties Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, and upon receipt of the purchase price therefor from the Underwriters, will be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Underwriting Agreement (Coldwater Creek Inc), Underwriting Agreement (Coldwater Creek Inc)

Authorization of the Common Shares. The Common Shares to be ---------------------------------- purchased by the Underwriters from the Company Underwriter have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (Visual Numerics Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company to the Underwriters pursuant to this AgreementAgreement on the Closing Date or any Subsequent Closing Date, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (Mueller Water Products, Inc.)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company and the Selling Shareholders have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company and the Selling Shareholders pursuant to this AgreementAgreement on the First Closing Date or any Second Closing Date, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (RAM Holdings Ltd.)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement and paid for by the Underwriters, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (Coorstek Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.this

Appears in 1 contract

Samples: Vistana Inc

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Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company Selling Shareholders have been duly authorized for issuance and sale pursuant to this Agreement andauthorized, when issued and delivered by the Company pursuant to this Agreement, will be are validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (Odyssey Re Holdings Corp)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this AgreementAgreement against payment therefor, will be validly issued, fully paid and nonassessable.. (f)

Appears in 1 contract

Samples: Custody Agreement (Garden Fresh Restaurant Corp /De/)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters Underwriter(s) or Representative(s) from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (Redwood Trust Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessablenon-assessable, and the issuance of such Common Shares will not be subject to any preemptive or similar rights.

Appears in 1 contract

Samples: Underwriting Agreement (American Superconductor Corp /De/)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (JDS Uniphase Corp /Ca/)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company Selling Shareholders have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, and are fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (RAM Holdings Ltd.)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to the terms of this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Agreement (U S Restaurant Properties Inc)

Authorization of the Common Shares. The Common Shares to be purchased sold to the Underwriters by the Selling Stockholders, are duly authorized, validly issued and are fully paid and nonassessable. The Common Shares to be sold to the Underwriters from by the Company Company, if any, pursuant to the option granted in Section 2 of this Agreement, have been duly authorized for issuance and sale pursuant to this Agreement Agreement, and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: American Bank Note Holographics Inc

Authorization of the Common Shares. The Common Shares issued to the Selling Stockholders to be purchased by the Underwriters from the Company have been were duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be are validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Acadia Realty Trust

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and, upon payment and sale pursuant to delivery in accordance with this Agreement and, when issued and delivered by on the Company pursuant to this AgreementClosing Date or any Subsequent Closing Date, will be validly issued, fully paid and nonassessable, and the issuance of such Common Shares will not be subject to any preemptive or similar rights.

Appears in 1 contract

Samples: Underwriting Agreement (Walter Industries Inc /New/)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessablenonassessable and free of and will not have been issued in violation of any preemptive or similar rights that have not been duly and effectively waived.

Appears in 1 contract

Samples: Innovative Valve Technologies Inc

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (Windmere Durable Holdings Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.issuance

Appears in 1 contract

Samples: Underwriting Agreement (Filetek Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement and paid for in the manner set forth in this Agreement, will be validly issued, fully paid and nonassessable.

Appears in 1 contract

Samples: Underwriting Agreement (Nco Group Inc)

Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable. The Common Shares to be purchased by the Underwriters from the Selling Stockholders were duly authorized for issuance to the Selling Stockholders and are validly issued, fully paid and non assessable.

Appears in 1 contract

Samples: Underwriting Agreement (McCormick & Schmicks Seafood Restaurants Inc.)

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