Issuance of the Notes. The Notes are duly authorized and, when issued and/or paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens other than restrictions on transfer provided for in the Transaction Documents.
Appears in 4 contracts
Samples: Note Purchase Agreement (Alternus Clean Energy, Inc.), Note Purchase Agreement (iSpecimen Inc.), Securities Purchase Agreement (Advent Technologies Holdings, Inc.)
Issuance of the Notes. The Notes are duly authorized andNotes, when issued and/or and paid for in accordance with the applicable Transaction Documents, will be duly authorized and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents.
Appears in 2 contracts
Samples: Note Purchase Agreement (CannLabs, Inc.), Note Purchase Agreement (CannLabs, Inc.)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Documentsthis Agreement, will be duly and validly issued, fully paid paid, and nonassessable, free and clear of all Liens other than restrictions on transfer provided for in the Transaction Documents.
Appears in 2 contracts
Samples: Note Purchase Agreement (Manhattan Scientifics Inc), Convertible Note Purchase Agreement (Manhattan Scientifics Inc)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents.
Appears in 2 contracts
Samples: Note Purchase Agreement (Delcath Systems, Inc.), Loan Agreement (Black Hawk Exploration)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens other than restrictions on transfer provided for in the Transaction DocumentsLiens.
Appears in 1 contract
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Loan Documents, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Loan Documents.
Appears in 1 contract
Samples: Senior Promissory Note Purchase Agreement (Foxo Technologies Inc.)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than Liens and restrictions on transfer provided for in the Transaction Documents.
Appears in 1 contract
Samples: Note Purchase and Security Agreement (Cellectar Biosciences, Inc.)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens other than restrictions on transfer provided for in imposed by the Transaction DocumentsCompany.
Appears in 1 contract
Samples: Securities Purchase Agreement (Digital Brands Group, Inc.)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens other than restrictions on transfer provided for in the Transaction Documents.
Appears in 1 contract
Samples: Securities Purchase Agreement (Virpax Pharmaceuticals, Inc.)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, issued free and clear of all Liens other than restrictions on transfer provided for in the Transaction DocumentsLiens.
Appears in 1 contract
Samples: Note Purchase Agreement (Esports Entertainment Group, Inc.)
Issuance of the Notes. The Notes are duly authorized and, when issued and/or and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens other than restrictions on transfer provided for in imposed by the Transaction DocumentsCompany. The Company shall reserve from its duly authorized capital stock the Required Minimum.
Appears in 1 contract
Samples: Securities Purchase Agreement (Digital Brands Group, Inc.)
