Common use of Authorization of Warrant Shares Clause in Contracts

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 300 contracts

Samples: Management Consulting Agreement, Subscription Agreement (Event Cardio Group Inc.), IMH Financial Corp

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Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 253 contracts

Samples: Subscription Agreement (Wave Systems Corp), Subscription Agreement (Wave Systems Corp), Convertible Note and Warrant Purchase Agreement (Oxygen Biotherapeutics, Inc.)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon due exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 26 contracts

Samples: Unsecured Promissory Note (Applied Digital Corp.), Common Stock Purchase Warrant (Cinedigm Corp.), Common Stock Purchase Warrant (Cinedigm Corp.)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created imposed by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 17 contracts

Samples: Securities Purchase Agreement (Vyteris, Inc.), Common Stock Purchase Warrant (Vyteris, Inc.), Common Stock Purchase Warrant (Clinical Data Inc)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and liens imposed upon such shares as a result of Holder’s actions).

Appears in 14 contracts

Samples: Common Stock Purchase Warrant (Boston Therapeutics, Inc.), Assignment Form (Echo Therapeutics, Inc.), Notice of Exercise (Sub-Urban Brands, Inc.)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and payment to the Company of the purchase price therefor, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 13 contracts

Samples: Innovate Biopharmaceuticals, Inc., Solid Biosciences Inc., Aileron Therapeutics Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and payment of the Exercise Price therefor, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 9 contracts

Samples: Securities Purchase Agreement (Cell Therapeutics Inc), Common Stock Purchase Warrant (Cell Therapeutics Inc), Common Stock Purchase Warrant (Cell Therapeutics Inc)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable non-assessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 8 contracts

Samples: Subscription Agreement (Event Cardio Group Inc.), Subscription Agreement (Event Cardio Group Inc.), Convertible Loan Agreement (Americas Wind Energy Corp)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrantsuch exercise, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 8 contracts

Samples: Offer and Sale (Pressure Biosciences Inc), Offer and Sale (Pressure Biosciences Inc), Offer and Sale (Pressure Biosciences Inc)

Authorization of Warrant Shares. The Subject to Shareholder Approval, the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 6 contracts

Samples: BioMETRX, TWL Corp, BioMETRX

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable non-assessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 6 contracts

Samples: Bullion River Gold Corp, Linux Gold Corp, Linux Gold Corp

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, will be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 6 contracts

Samples: Common Stock Purchase Warrant (KL Energy Corp), New Paradigm Productions Inc, New Paradigm Productions Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue)thereof.

Appears in 5 contracts

Samples: Tarrant Apparel Group, Tarrant Apparel Group, Tarrant Apparel Group

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 5 contracts

Samples: China Clean Energy Inc, Atlantic Syndication Network Inc, Star Energy Corp

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and payment of the Exercise Price therefor, be duly authorized, validly issued, fully paid and nonassessable non-assessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 5 contracts

Samples: Warrant (Applied Minerals, Inc.), Applied Minerals, Inc., Applied Minerals, Inc.

Authorization of Warrant Shares. The Warrant Shares are reserved for issuance, the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 4 contracts

Samples: Common Stock Purchase (Epicept Corp), Common Stock Purchase Warrant (Epicept Corp), Common Stock Purchase Warrant (Epicept Corp)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant willwill be reserved for issuance hereunder and, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 4 contracts

Samples: Common Stock Purchase (Epicept Corp), Common Stock Purchase (Epicept Corp), Series a Common Stock Purchase (Epicept Corp)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue). The Warrant Shares when issued shall be free from all restrictions on transfer except as set forth herein and under applicable federal and state securities laws.

Appears in 4 contracts

Samples: Common Stock Purchase (CareView Communications Inc), CareView Communications Inc, CareView Communications Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and liens imposed upon such shares as a result of Holder’s actions ).

Appears in 4 contracts

Samples: Tagalder Global Investment, Inc., Tagalder Global Investment, Inc., Tagalder Global Investment, Inc.

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue)nonassessable.

Appears in 3 contracts

Samples: Carrington Laboratories Inc /Tx/, Carrington Laboratories Inc /Tx/, Carrington Laboratories Inc /Tx/

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and the payment of the Exercise Price, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Cornerworld Corp), Cornerworld Corp, Cornerworld Corp

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and the payment of the Exercise Price, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue)thereof.

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Cornerworld Corp), Cornerworld Corp, Cornerworld Corp

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid paid, and nonassessable and free from all taxes, liens liens, and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Syntax-Brillian Corp), Syntax-Brillian Corp, Syntax-Brillian Corp

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which (and all shares of Common Stock represented by such Warrant Shares) that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 3 contracts

Samples: Gentium S.p.A., Gentium S.p.A., Gentium S.p.A.

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company or any encumbrance of any nature whatsoever in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue)thereof.

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Pharmathene, Inc), Kelisia Holdings LTD, Kelisia Holdings LTD

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant and payment of the purchase price for the Warrant Shares so purchased will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Pace Health Management Systems Inc, Pace Health Management Systems Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and subject to Shareholder Approval and the Amendment Filing, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Millennium Quest Inc, Millennium Quest Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant (including payment for the Warrant Shares), be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Vubotics Inc, Vubotics Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and paid, nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and liens imposed upon such shares as a result of Holder's actions).

Appears in 2 contracts

Samples: Assignment Form (Echo Therapeutics, Inc.), Echo Therapeutics, Inc.

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and payment of the aggregate Exercise Price, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Tower Semiconductor LTD, Tower Semiconductor LTD

Authorization of Warrant Shares. The Company ---------------------------------- covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: UC Hub Group Inc, UC Hub Group Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and upon payment therefor, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Guardian Technologies International Inc, Guardian Technologies International Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrantexercise, be duly authorized, validly issued, fully paid and nonassessable non-assessable, free and free from all taxes, liens and charges created by the Company in respect clear of the issue thereof any Liens (other than taxes in respect those imposed by the Articles of any transfer occurring contemporaneously with such issueIncorporation of the Company and federal and state securities Laws).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Developers Diversified Realty Corp), Common Share Purchase (Developers Diversified Realty Corp)

Authorization of Warrant Shares. The Subject to the Holder’s compliance with the limitations of Section 2(d) hereof, the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Preferred Stock Purchase Warrant (Alteon Inc /De), Alteon Inc /De

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant willwill after the Amendment Effective Date, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Atlantic Syndication Network Inc, Zealous Trading Group, Inc.

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant in accordance with its terms and payment of the Exercise Price, be duly authorized, validly issued, fully paid and nonassessable and free from all taxesliens, liens issue or transfer taxes and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Home Director Inc, Home Director Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 2 contracts

Samples: Sterling Mining CO, Relationserve Media Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights rights,represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Pledge Agreement (Transworld Benefits International Inc)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue). ii.

Appears in 1 contract

Samples: Confidential Resignation Agreement and Mutual Release (Terra Nova Financial Group Inc)

Authorization of Warrant Shares. The Warrant Shares are reserved for issuance, and the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Securities Purchase Agreement (Epicept Corp)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant in accordance with the terms hereof, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: OneTravel Holdings, Inc.

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Authorization of Warrant Shares. The Company covenants that that, following the filing of the Amendment, all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Infusion Brands International, Inc.)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and receipt by the Company of the consideration hereof, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Stinger Systems, Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrantsuch exercise, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Vision Sciences Inc /De/

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon due exercise of the purchase rights represented by this WarrantWarrant and payment of the applicable Exercise Price to the Company, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Smart Energy Solutions, Inc.

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant after the Amendment Effective Date, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Atlantic Syndication Network Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the 2 purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Crestview Capital Master LLC)

Authorization of Warrant Shares. The After the date that Shareholder Approval is obtained and the Warrant Shares are reserved for issuance, the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Epicept Corp

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Securities Purchase Agreement (Manas Petroleum Corp)

Authorization of Warrant Shares. The Company covenants that following the Authorized Share Effective Date all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (North American Technologies Group Inc /Mi/)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant (including payment for the Warrant Shares), be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Theater Xtreme Entertainment Group, Inc

Authorization of Warrant Shares. The Company covenants that ------------------------------- all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Cytogen Corp)

Authorization of Warrant Shares. The Subject to Shareholder Approval (as such term is defined under Section 4.13 of the Securities Purchase Agreement), the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Series D Common Stock Purchase (Omnireliant Holdings, Inc.)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued issuable upon the exercise of the purchase rights represented by this Warrant will, upon exercise of pursuant to the purchase rights represented by this Warrant, terms hereof shall be duly authorized, validly issued, and upon payment of the aggregate Exercise Price, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Neorx Corp)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which (and all Ordinary Shares represented by such Warrant Shares) that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Gentium S.p.A.

Authorization of Warrant Shares. The Subject to Shareholder Approval (as such term is defined under Section 4.13 of the Purchase Agreement), the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Omnireliant Holdings, Inc.

Authorization of Warrant Shares. The Subject to Shareholder Approval, the ---------------------------------- Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Trinity Learning Corp

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and payment of the Exercise Price therefor, be duly authorized, validly issued, fully paid and nonassessable non-assessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and liens and charges created or incurred by Holder).

Appears in 1 contract

Samples: GlobalOptions Group, Inc.

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and paid, nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and liens imposed upon such shares as a result of Holder’s actions).

Appears in 1 contract

Samples: Echo Therapeutics, Inc.

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue liens imposed upon such shares as a result of Holder’s actions).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Sub-Urban Brands, Inc.)

Authorization of Warrant Shares. The Subject to receipt of Authorized Share Approval, the Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Securities Purchase Agreement (Ortec International Inc)

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid paid, and nonassessable and free from all taxes, liens liens, and charges created by the Company in respect of respecting the issue thereof (other than taxes in respect of for any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Warrant (Bakhu Holdings, Corp.)

Authorization of Warrant Shares. The Company ------------------------------------ covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Sinovac Biotech LTD

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and payment to the Company of the purchase price therefor, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Argos Therapeutics Inc

Authorization of Warrant Shares. The Company PURCHASER covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company PURCHASER in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Verso Technologies Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the such purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

Appears in 1 contract

Samples: Innovative Card Technologies Inc

Authorization of Warrant Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and paid, nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and liens imposed upon such shares as a result of Honder's actions).

Appears in 1 contract

Samples: Common Stock Purchase (Echo Therapeutics, Inc.)

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