Common use of Issuance of Conversion Shares and Exercise Shares Clause in Contracts

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 76 contracts

Samples: Securities Purchase Agreement (Hempacco Co., Inc.), Securities Purchase Agreement (Alpine 4 Holdings, Inc.), Securities Purchase Agreement (Novo Integrated Sciences, Inc.)

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Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant Warrants in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 35 contracts

Samples: Securities Purchase Agreement (Signing Day Sports, Inc.), Securities Purchase Agreement (Avalon GloboCare Corp.), Securities Purchase Agreement (Signing Day Sports, Inc.)

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance (or will be reserved for issuance as provided in the Note and Warrant) and, upon conversion of the Note and/or exercise of the Warrant Warrants in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 5 contracts

Samples: Securities Purchase Agreement (NightFood Holdings, Inc.), Securities Purchase Agreement (NightFood Holdings, Inc.), Securities Purchase Agreement (NightFood Holdings, Inc.)

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Kona Gold Beverage, Inc.), Securities Purchase Agreement (Kona Gold Beverage, Inc.), Securities Purchase Agreement (Kona Gold Beverage, Inc.)

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and/or exercise of the Warrant Warrants in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 2 contracts

Samples: Securities Purchase Agreement (NKGen Biotech, Inc.), Securities Purchase Agreement (NKGen Biotech, Inc.)

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant Warrants in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.. ​

Appears in 2 contracts

Samples: Securities Purchase Agreement (Electromedical Technologies, Inc), Securities Purchase Agreement (Electromedical Technologies, Inc)

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aditxt, Inc.)

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Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cannabis Global, Inc.)

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant Warrants in accordance with its terms, will be validly issued, fully paid paid, and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (INVO Bioscience, Inc.)

Issuance of Conversion Shares and Exercise Shares. The Conversion Shares and Exercise Shares are are, or will be upon issuance, duly authorized and reserved for issuance and, upon conversion of the Note and/or or exercise of the Warrant in accordance with its their terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zerify, Inc.)

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