Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital the maximum number of Common Shares issuable pursuant to this Agreement and the Warrants.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Digihost Technology Inc.), Securities Purchase Agreement (Digihost Technology Inc.), Securities Purchase Agreement (Digihost Technology Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued and paid for in accordance with the terms of the Transaction DocumentsWarrants, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of Common Ordinary Shares issuable pursuant to this Agreement and the Warrants.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Rosetta Genomics Ltd.), Securities Purchase Agreement (Rosetta Genomics Ltd.), Securities Purchase Agreement (Rosetta Genomics Ltd.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of Common Ordinary Shares represented by the ADSs issuable pursuant to this Agreement and the Warrants.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Tauriga Sciences, Inc.), Securities Purchase Agreement (Anchiano Therapeutics Ltd.), Securities Purchase Agreement (SciSparc Ltd./Adr)
Issuance of the Securities. The Securities Shares and Warrants 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 Liens, other than restrictions on transfer provided for in the Transaction DocumentsDocuments and applicable securities laws. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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 DocumentsDocuments and applicable securities laws. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Manas Petroleum Corp), Securities Purchase Agreement (Express Systems Corp), Securities Purchase Agreement (Synova Healthcare Group Inc)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of Common Ordinary Shares issuable pursuant to this Agreement and the Warrants.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Greenland Technologies Holding Corp.), Securities Purchase Agreement (CYREN Ltd.), Securities Purchase Agreement (CYREN Ltd.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Pre-Funded Warrants.
Appears in 3 contracts
Samples: Securities Purchase Agreement (MultiSensor AI Holdings, Inc.), Securities Purchase Agreement (MultiSensor AI Holdings, Inc.), Securities Purchase Agreement (Apollo Endosurgery, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants (not taking into account the adjustment provisions of the Warrants).
Appears in 3 contracts
Samples: Securities Purchase Agreement (Patient Safety Technologies, Inc), Securities Purchase Agreement (Patient Safety Technologies, Inc), Securities Purchase Agreement (Patient Safety Technologies, Inc)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Smith Micro Software, Inc), Securities Purchase Agreement (Smith Micro Software Inc), Securities Purchase Agreement (Smith Micro Software Inc)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital the maximum number of Common Ordinary Shares issuable pursuant to this Agreement and the Warrants.
Appears in 3 contracts
Samples: Securities Purchase Agreement (U-Bx Technology Ltd.), Securities Purchase Agreement (Global Mofy AI LTD), Securities Purchase Agreement (Virax Biolabs Group LTD)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (NewCardio, Inc.), Securities Purchase Agreement (NewCardio, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Metro One Telecommunications Inc), Securities Purchase Agreement (Basanite, Inc.)
Issuance of the Securities. The Securities 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 nonassessablenon-assessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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 Documents. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ancora Advisors, LLC), Securities Purchase Agreement (Potbelly Corp)
Issuance of the Securities. The Securities are duly authorized and, when issued and paid for in accordance with the applicable Transaction DocumentsAgreements, 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 DocumentsAgreements. The Warrant Shares, when issued in accordance with the terms of the Transaction DocumentsWarrants, will be 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 DocumentsAgreements. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (DARA BioSciences, Inc.), Securities Purchase Agreement (DARA BioSciences, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsWarrant.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Barfresh Food Group Inc.), Securities Purchase Agreement (Unibel)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than the restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized share capital the maximum number of Common Ordinary Shares issuable pursuant to this Agreement and the Warrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (ReWalk Robotics Ltd.), Securities Purchase Agreement (ReWalk Robotics Ltd.)
Issuance of the Securities. The Securities are duly authorized andauthorized. The Shares, 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsTransaction Documents.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Energy Focus, Inc/De), Securities Purchase Agreement (Stryve Foods, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital the maximum a number of Common Ordinary Shares issuable pursuant to this Agreement and for issuance of the WarrantsWarrant Shares.
Appears in 2 contracts
Samples: Securities Purchase Agreement (CollPlant Holdings Ltd.), Securities Purchase Agreement (CollPlant Holdings Ltd.)
Issuance of the Securities. The Securities Shares and Warrants 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsWarrants as of the date hereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Creative Medical Technology Holdings, Inc.)
Issuance of the Securities. The Securities Shares and Warrants 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company Company, other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants, as of the date hereof.
Appears in 1 contract
Issuance of the Securities. The Securities Shares and Warrants 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 Company, other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company Company, other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Common Shares, when issued and paid for in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital the stock maximum number of shares of Common Shares issuable pursuant to Stock available for this Agreement and the Warrants.offering
Appears in 1 contract
Samples: Securities Purchase Agreement (ESP Resources, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Conversion Shares, when issued in accordance with the terms of the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in any applicable beneficial ownership limitation applicable to the Transaction DocumentsPurchaser. The Company has reserved from its duly authorized share capital stock the maximum number of Common Conversion Shares issuable pursuant to this Agreement and the WarrantsCertificate of Designations.
Appears in 1 contract
Samples: Securities Purchase Agreement (Applied Digital Corp.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsWarrants on the Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Park City Group Inc)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants..
Appears in 1 contract
Samples: Securities Purchase Agreement (NeuroBo Pharmaceuticals, Inc.)
Issuance of the Securities. The Securities Shares and Warrants 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement Agreement, the Subscription Agreements and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (Response Biomedical Corp)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. Documents The Warrant Shares, when issued in accordance with the terms of the Transaction DocumentsWarrants, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Issuance of the Securities. The Securities 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 Company, other than any restrictions on transfer provided for in pursuant to the Transaction Documents. The Warrant SharesADSs, when issued in accordance with the terms of the Transaction DocumentsWarrants, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company Company, other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized share capital stock the maximum number of Common Ordinary Shares issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (TC BioPharm (Holdings) PLC)
Issuance of the Securities. The Securities Shares and the Warrants 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 other than restrictions on transfer provided for in the applicable Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (Searchlight Minerals Corp.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in by the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in by the Transaction Documents. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Subject to the Issuable Maximum, the Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (ReShape Lifesciences Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued and paid for in accordance with the terms of the Transaction DocumentsWarrants, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (NeuBase Therapeutics, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided provide for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided provide for in the Transaction Documents. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (Enveric Biosciences, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Conversion Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsNotes.
Appears in 1 contract
Samples: Securities Purchase Agreement (Premier Biomedical Inc)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Conversion Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsPreferred Shares.
Appears in 1 contract
Samples: Securities Purchase Agreement (Premier Biomedical Inc)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized capital share capital the maximum number of Common Ordinary Shares issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (Guardforce AI Co., LTD)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Conversion Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsAgreement.
Appears in 1 contract
Samples: Securities Purchase Agreement (Barfresh Food Group Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Conversion Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and to the Warrantsfullest extent permitted under its Certificate of Incorporation.
Appears in 1 contract
Samples: Securities Purchase Agreement (Transdel Pharmaceuticals Inc)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum stated number of shares of Common Shares Stock issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsWarrants as of the Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Fibrocell Science, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement and the WarrantsWarrants (without regard to any limitation on exercise contained therein).
Appears in 1 contract
Samples: Securities Purchase Agreement (Transportation & Logistics Systems, Inc.)
Issuance of the Securities. The Securities 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 other than restrictions on transfer provided for in the Transaction Documents. The Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital the 11 4865-0154-1717 v.6 maximum number of Common Ordinary Shares issuable pursuant to this Agreement and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (Virax Biolabs Group LTD)
Issuance of the Securities. The Securities Notes and the Warrants 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 other than restrictions on transfer provided for in the Transaction Documents. The Shares and the Warrant Shares, when issued in accordance with the terms of the Transaction Documents, will be 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. The Company has reserved from its duly authorized share capital stock the maximum number of shares of Common Shares Stock issuable pursuant to this Agreement the Notes and the Warrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (Synova Healthcare Group Inc)
