Common use of Authorized and Issued Capital Stock Clause in Contracts

Authorized and Issued Capital Stock. (a) The shares of New Common Stock to be issued pursuant to the Plan, including the shares of New Common Stock to be issued in connection with the consummation of the Rights Offering and pursuant to the terms hereof, will, when issued and delivered on the Closing Date, be duly and validly authorized, issued and delivered and shall be fully paid and non-assessable, and free and clear of all Taxes, Liens (other than Transfer restrictions imposed hereunder or under the Governance Documents of Reorganized Xxxxxx, the Registration Rights Agreement or by applicable Law), preemptive rights, subscription and similar rights.

Authorized and Issued Capital Stock. (a) The shares of New Common Stock to be issued pursuant to the Plan, including the shares of New Common Stock to be issued in connection with the consummation of the Rights Offering and pursuant to the terms hereofhereof (including the Backstop Fee), will, when issued and delivered on the Closing Date, be duly authorized and validly authorized, issued and delivered and shall will be fully paid and non-non- assessable, and free and clear of all Taxes, will not be subject to any Liens (other than Transfer Permitted Liens and transfer restrictions imposed hereunder or under the Governance Documents of Reorganized Xxxxxx, by applicable Law or the Registration Rights Agreement Agreement) or by applicable Lawany preemptive rights (other than any rights set forth in the Plan or the New Organizational Documents), preemptive rights, subscription and similar rights.