Issuance of Conversion Shares. (a) The issuance, sale, and delivery of the Conversion Shares to the Investor upon conversion of the Convertible Notes has been duly authorized by all necessary corporate action on the part of the Company and the Conversion Shares, when issued, sold, and delivered in compliance with the provisions of the Loan Documents, will be duly and validly issued, fully paid, and nonassessable, and shall be free and clear of any Liens, or preemptive or other similar rights and will be issued in compliance with all applicable federal and securities laws.
Appears in 3 contracts
Samples: Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp), Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp), Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp)
Issuance of Conversion Shares. (a) The issuance, sale, and delivery of the Conversion Shares to the Investor upon conversion of the Amended and Restated Convertible Notes has been duly authorized by all necessary corporate action on the part of the Company and the Conversion Shares, when issued, sold, and delivered in compliance with the provisions of the Loan Documents, will be duly and validly issued, fully paid, and nonassessable, and shall be free and clear of any Liens, or preemptive or other similar rights and will be issued in compliance with all applicable federal and securities laws.
Appears in 3 contracts
Samples: Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp), Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp), Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp)
Issuance of Conversion Shares. (a) The issuance, sale, and delivery of the Conversion Shares to the Investor upon conversion of the Convertible Notes has have been duly authorized by all necessary corporate action on the part of the Company Company, and the Conversion Shares, when issued, sold, and delivered in compliance with the provisions of the Loan Documents, will be duly and validly issued, fully paid, and nonassessable, and shall be free and clear of any Liens, or preemptive or other similar rights and will be issued in compliance with all applicable federal and securities laws.
Appears in 2 contracts
Samples: Convertible Promissory Note Purchase Agreement (Kesselring Holding Corporation.), Convertible Promissory Note Purchase Agreement (Kesselring Holding Corporation.)
Issuance of Conversion Shares. (a) The issuance, sale, and delivery of the Conversion Shares to the Investor upon conversion of the May 2016 Convertible Notes Note has been duly authorized by all necessary corporate action on the part of the Company and the Conversion Shares, when issued, sold, and delivered in compliance with the provisions of the Loan Documents, will be duly and validly issued, fully paid, and nonassessable, and shall be free and clear of any Liens, or preemptive or other similar rights and will be issued in compliance with all applicable federal and securities laws.
Appears in 1 contract
Samples: Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp)
Issuance of Conversion Shares. (a) The issuance, sale, and delivery of the Conversion Shares to the Investor upon conversion of the September 2016 Convertible Notes Note has been duly authorized by all necessary corporate action on the part of the Company and the Conversion Shares, when issued, sold, and delivered in compliance with the provisions of the Loan Documents, will be duly and validly issued, fully paid, and nonassessable, and shall be free and clear of any Liens, or preemptive or other similar rights and will be issued in compliance with all applicable federal and securities laws.
Appears in 1 contract
Samples: Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp)
Issuance of Conversion Shares. (a) The issuance, sale, and delivery of the Conversion Shares to the Investor upon conversion of the August 2016 Convertible Notes Note has been duly authorized by all necessary corporate action on the part of the Company and the Conversion Shares, when issued, sold, and delivered in compliance with the provisions of the Loan Documents, will be duly and validly issued, fully paid, and nonassessable, and shall be free and clear of any Liens, or preemptive or other similar rights and will be issued in compliance with all applicable federal and securities laws.
Appears in 1 contract
Samples: Convertible Promissory Note Purchase Agreement (Kingfish Holding Corp)
