Consideration Shares. The Share Consideration has been duly authorized, and when delivered in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable and will be free of restrictions on transfer other than the Lock-in and orderly market conditions or otherwise as contemplated under this Agreement.
Appears in 3 contracts
Samples: Share Purchase Agreement (Legend Media, Inc.), Acquisition Agreement (Legend Media, Inc.), Share Purchase Agreement (Legend Media, Inc.)
Consideration Shares. The Share Consideration has been duly authorized, and when delivered When issued in accordance compliance with the terms provisions of this Agreement, the Consideration Shares will be duly and validly issued, fully paid and non-assessable nonassessable, and will be free of any Liens or encumbrances; provided, however, that the Consideration Shares may be subject to restrictions on transfer other than the Lock-in and orderly market conditions under state and/or federal securities laws as set forth herein or as otherwise as contemplated under this Agreementrequired by such laws.
Appears in 1 contract
Samples: Purchase and Continuation Agreement (CAMAC Energy Inc.)
Consideration Shares. The Share Consideration has been duly authorized, and when delivered Following delivery of the Acquired Interests in accordance with the terms of this AgreementAgreement and the issuance of the Consideration Shares as contemplated by Section 1.01(b)(i), the Consideration Shares will be duly and authorized, validly issued, fully paid and non-assessable and the Consideration Shares will be free of any Liens other than restrictions on transfer under U.S. federal and state securities laws, and as provided in this Agreement and the other than the Lock-in and orderly market conditions or otherwise as contemplated under this AgreementTransaction Agreements.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Seacor Holdings Inc /New/)