Common use of Issuance of the Preferred Shares Clause in Contracts

Issuance of the Preferred Shares. The Preferred Shares are duly authorized and, when issued 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. Assuming the accuracy of each of the representations and warranties of each Purchaser set forth in Section 3.2 of this Agreement, the offer and issuance by the Company of the Preferred Shares is exempt from registration under the Securities Act.

Issuance of the Preferred Shares. The Preferred Shares are shall be duly authorized andauthorized, when issued and paid for in accordance with the applicable Transaction Documentsthis Agreement, will shall be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company. Assuming the accuracy of each of the representations and warranties of each Purchaser set forth Company other than restrictions on transfer provided for in Section 3.2 of this Agreement, the offer and issuance by the Company of the Preferred Shares is exempt from registration under the Securities Act.

Issuance of the Preferred Shares. The issuance of the Preferred Shares are is duly authorized by the Company. The issuance of shares of the Underlying Shares upon conversion of the Preferred Shares is duly authorized and, when issued and paid for in accordance with the applicable Transaction DocumentsPreferred Shares, will be duly and validly issued, fully paid and nonassessablenon-assessable, free from all taxes, liens, charges and clear of all Liens other encumbrances imposed by the Company. Assuming the accuracy of each of the representations and warranties of each Purchaser set forth Company other than restrictions on transfer provided for in Section 3.2 of this Agreement, the offer and issuance by the Company of the Preferred Shares is exempt from registration under the Securities Actsuch documents.