Common use of Exchange Shares Clause in Contracts

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessable, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessablenon-assessable free and clear of any liens or encumbrances, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary actionaction except for the approval of the Articles Amendment Proposal by the Requisite Shareholder Vote, and, when issued and delivered pursuant to this AgreementAgreement following receipt of such Shareholder Requisite Vote, such Exchange Shares will be duly and validly issued and fully paid and nonassessable, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessablenon-assessable, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary actionauthorized, and, when issued and delivered pursuant to this Agreementupon the terms hereof, such Exchange Shares will be duly fully paid, nonassessable and validly issued free of statutory preemptive rights and fully paid and nonassessable, will not be issued in violation of any contractual stockholder preemptive rights, and will not subject with no personal liability attaching to the holder thereof to personal liabilityownership thereof.

Exchange Shares. The When issued and delivered pursuant to this Agreement, the Exchange Shares have been will be duly and validly authorized by all necessary action, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessable, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary corporate action, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessablenon-assessable free and clear of any liens or encumbrances, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary actionauthorized, and, when issued and delivered pursuant to this Agreementupon the terms hereof, such Exchange Shares (i) will be duly fully paid, nonassessable and validly issued free of statutory preemptive rights and fully paid and nonassessable, will not be issued in violation of any contractual stockholder preemptive rights, with no personal liability attaching to the ownership thereof, and (ii) will not subject be registered in the holder thereof to personal liabilityname of each Fund in the amount set forth on Schedule I hereto on the books of the Company.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary actionaction on the part of the Company, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessablenon-assessable, and will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, and, when issued and delivered pursuant to in accordance with the terms of this Agreement, such Exchange Shares will be duly and validly issued and issued, fully paid and nonassessable, will not be issued in violation of any non-assessable and free from all preemptive or similar rights, taxes, liens and will not subject charges with respect to the holder thereof to personal liabilityissue thereof.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, andShares, when issued and delivered pursuant to in accordance with this Agreement, such Exchange Shares will be duly and validly issued issued, fully paid, and fully paid and nonassessable, will not be issued in violation of any preemptive rightsnon-assessable, and will not subject be free of restrictions on transfer other than restrictions on transfer under this Agreement and the holder thereof to personal liabilityRegistration Rights Agreement and under applicable state and federal securities laws.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, andShares, when issued and delivered pursuant to in accordance with this Agreement, such Exchange Shares will be duly and validly issued issued, fully paid, and fully paid and nonassessable, will not be issued in violation of any preemptive rightsnon-assessable, and will be free of restrictions on transfer other than restrictions on transfer under this Agreement and under applicable state and federal securities laws. However, the Exchange Shares are not registered and therefore are subject the holder thereof to personal liabilitysubstantial restrictions.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, and, when issued and delivered pursuant to in accordance with this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessablenon-assessable free and clear of any liens or encumbrances, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability.

Exchange Shares. The Exchange Shares have been duly and validly authorized by all necessary action, and, when issued and delivered pursuant to this Agreement, such Exchange Shares will be duly and validly issued and fully paid and nonassessablenon-assessable free and clear of any liens or encumbrances, will not be issued in violation of any preemptive rights, and will not subject the holder thereof to personal liability..