Issuance of the Common Stock. The issuance of the Common Stock in connection with the transactions contemplated by this Agreement has been duly authorized and such Common Stock, when issued and paid for in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and nonassessable and free and clear of all Liens, other than restrictions on transfer imposed by applicable securities Laws, and shall not be subject to preemptive or similar rights.
Appears in 6 contracts
Samples: Investor Rights Agreement (Broadway Financial Corp \De\), Investor Rights Agreement (Broadway Financial Corp \De\), Subscription Agreement (Broadway Financial Corp \De\)
Issuance of the Common Stock. The Upon receipt of the stockholder approvals referred to in Section 2.2(d)(i), the issuance of the Common Stock in connection with the transactions contemplated by this Agreement has been duly authorized and such Common Stock, when issued and paid for in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and nonassessable and free and clear of all Liens, other than restrictions on transfer imposed by applicable securities Laws, and shall not be subject to preemptive or similar rightsrights except as set forth in Section 2.2(c)(iv).
Appears in 3 contracts
Samples: Subscription Agreement (Broadway Financial Corp \De\), Subscription Agreement (Broadway Financial Corp \De\), Subscription Agreement (Broadway Financial Corp \De\)
Issuance of the Common Stock. The issuance of Securities have been duly authorized and, the Common Stock in connection with the transactions contemplated by this Agreement has been duly authorized and such Common Stock, when issued and paid for in accordance with the terms of this AgreementTransaction Documents, will be duly and validly issued, fully paid and nonassessable and nonassessable, free and clear of all Liens, other than restrictions on transfer imposed by applicable securities Laws, and shall not be subject to preemptive or similar rights.
Appears in 1 contract
Samples: Securities Purchase Agreement (World Surveillance Group Inc.)
Issuance of the Common Stock. The issuance of the Common Stock in connection with the transactions contemplated by this Agreement has been is duly authorized and such Common Stockand, when issued and paid for upon issuance in accordance with the terms of this Agreementhereof, will shall be duly validly issued and validly issuedfree from all taxes, liens and charges with respect to the issue thereof and the Common Stock shall be fully paid and nonassessable with the holders being entitled to all rights accorded to a holder of the Common Stock. This Offering and free and clear the issuance by the Company of all Liens, other than restrictions on transfer imposed by applicable securities Laws, and shall not be subject to preemptive or similar rightsthe Common Stock is exempt from registration under the 1933 Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (China Auto Logistics Inc)
Issuance of the Common Stock. The issuance of the Common Stock in connection with the transactions contemplated by this Agreement has been is duly authorized and such Common Stockand, when issued and paid for in accordance with the terms of this Agreementapplicable Loan Documents, will be duly and validly issued, fully paid and nonassessable and nonassessable, free and clear of all Liens, Liens imposed by the Company other than restrictions on transfer imposed by applicable securities Laws, and shall not be subject to preemptive or similar rightsprovided for in the Loan Documents.
Appears in 1 contract
