Common use of Buyer Shares Clause in Contracts

Buyer Shares. The Buyer Shares, when issued as provided in this Agreement, will be duly authorized and validly issued, fully paid and nonassessable and will be free of restrictions on transfer, other than restrictions on transfer under this Agreement and under applicable state and federal securities laws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Apricus Biosciences, Inc.)

AutoNDA by SimpleDocs

Buyer Shares. The Buyer SharesShares have been duly authorized and, when issued as provided in accordance with this Agreement, will be duly authorized and validly issued, fully paid and nonassessable and will be free and clear of all Encumbrances of any kind except for restrictions on transferof transfer imposed under applicable securities laws, other than restrictions on transfer under this the Right of First Refusal and Co-Sale Agreement and under applicable state and federal securities lawsthe Voting Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Groupon, Inc.)

Buyer Shares. The Buyer SharesShares have been duly authorized and, when issued as provided in accordance with this Agreement, will be duly authorized and validly issued, fully paid and nonassessable and will be free of restrictions on transfer, other than restrictions on transfer under this Agreement and under applicable state and federal securities lawsnon-assessable.

Appears in 1 contract

Samples: Stock Purchase Agreement (Caminus Corp)

Buyer Shares. The Buyer Shares, when Shares to be issued as provided in to the Seller pursuant to this Agreement, Agreement will be duly authorized and validly issuedissued and, at the time of issuance, all such shares will be fully paid and paid, nonassessable and will be free of restrictions on transferpreemptive rights, other than restrictions on transfer under this Agreement and under applicable state and federal securities lawswith no personal liability attaching to the ownership thereof.

Appears in 1 contract

Samples: Purchase Agreement (Infocrossing Inc)

AutoNDA by SimpleDocs

Buyer Shares. The Buyer SharesShares have been duly and validly authorized and, when issued as provided in pursuant to this Agreement, will be duly authorized and validly issued, fully paid and nonassessable nonassessable, and will shall be free and clear of restrictions on transferall Encumbrances and restrictions, other than except for restrictions on transfer under imposed by the provisions of Section 5.5 of this Agreement and under applicable state and federal securities laws.

Appears in 1 contract

Samples: Share Purchase Agreement (Glu Mobile Inc)

Buyer Shares. The Buyer SharesShares are duly authorized and, when issued as provided in accordance with the terms of this Agreement, will be duly authorized and validly issued, fully paid and nonassessable nonassessable. The issuance of the Buyer Shares will transfer to the Shareholders valid title to such Buyer Shares, free and will be free clear of restrictions on transfer, other than restrictions on transfer under this Agreement all liens and under applicable state and federal securities lawsencumbrances.

Appears in 1 contract

Samples: Stock Purchase Agreement (Brown & Brown Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!