Common use of Issuance of the Shares Clause in Contracts

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 22 contracts

Samples: Securities Purchase Agreement (CBAK Energy Technology, Inc.), Securities Purchase Agreement (China Bak Battery Inc), Securities Purchase Agreement (Sutor Technology Group LTD)

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Issuance of the Shares. The Shares have been 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 LiensLiens imposed by the Company. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 16 contracts

Samples: Securities Purchase Agreement (Atlas Lithium Corp), Securities Purchase Agreement (QDM International Inc.), Securities Purchase Agreement (Pure Bioscience, Inc.)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The As of the Closing, the Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Qhy Group), Securities Purchase Agreement (Qhy Group), Securities Purchase Agreement (Asian Financial Inc)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Preferred Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 4 contracts

Samples: Securities Purchase Agreement (FriendFinder Networks Inc.), Securities Purchase Agreement (FriendFinder Networks Inc.), Securities Purchase Agreement (FriendFinder Networks Inc.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in this Agreement. The Company has reserved from its duly authorized capital stock the a number of shares of Common Stock issuable for issuance pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 4 contracts

Samples: Securities Exchange Agreement (Cyalume Technologies Holdings, Inc.), Securities Exchange Agreement (Cyalume Technologies Holdings, Inc.), Securities Exchange Agreement (Cyalume Technologies Holdings, Inc.)

Issuance of the Shares. The Shares Securities have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement and the Warrants in order to issue the Shares and the Warrant Shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Cfo Consultants, Inc.), Securities Purchase Agreement (Shuaiyi International New Resources Development Inc.), Securities Purchase Agreement (Wentworth Ii Inc)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of any and all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (First Independence Corp.), Securities Purchase Agreement (Discovery Technologies Inc), Securities Purchase Agreement (Discovery Technologies Inc)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with this Agreement and the Transaction DocumentsOffering Circular, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all LiensLiens imposed by the Company. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesOffering Circular.

Appears in 3 contracts

Samples: Joint Bookrunning Manager Agreement (Chicken Soup for the Soul Entertainment, Inc.), Joint Bookrunning Manager Agreement (Chicken Soup for the Soul Entertainment, Inc.), Joint Bookrunning Manager Agreement (Chicken Soup for the Soul Entertainment, Inc.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsterms of this Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company. The Company has reserved from its duly authorized share capital stock the shares maximum number of Common Stock Shares issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 3 contracts

Samples: Subscription Agreement (Response Biomedical Corp), Subscription Agreement (Response Biomedical Corp), Subscription Agreement (Response Biomedical Corp)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the terms of the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents and under applicable federal and state securities laws. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Zone 4 Play Inc), Securities Purchase Agreement (Roaming Messenger Inc), Securities Purchase Agreement (Zone 4 Play Inc)

Issuance of the Shares. The Shares have been 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 LiensLiens other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 3 contracts

Samples: Share Purchase Agreement (NovaBay Pharmaceuticals, Inc.), Share Purchase Agreement (NovaBay Pharmaceuticals, Inc.), Share Purchase Agreement (NovaBay Pharmaceuticals, Inc.)

Issuance of the Shares. The Shares and the Warrant Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The As of the Closing, the Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares and the Warrant Shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Yongye Biotechnology International, Inc.), Securities Purchase Agreement (Yongye Biotechnology International, Inc.), Securities Purchase Agreement (Yongye Biotechnology International, Inc.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the terms and conditions of the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock stock, the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Boston Life Sciences Inc /De), Common Stock Purchase Agreement (Boston Life Sciences Inc /De)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in this Agreement. Based in part on the accuracy of the representations and warranties of the Purchasers in the Agreement, the Shares will be issued in compliance with all applicable federal and state securities laws. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Viveve Medical, Inc.), Securities Purchase Agreement (Viveve Medical, Inc.)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of any and all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Codesmart Holdings, Inc.), Securities Purchase Agreement (First Independence Corp.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in this Agreement. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Avigen Inc \De), Common Stock Purchase Agreement (Avigen Inc \De)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized share capital stock the shares of Common Stock Ordinary Shares issuable pursuant to this Agreement in order to issue the Shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (E-Home Household Service Holdings LTD), Securities Purchase Agreement (E-Home Household Service Holdings LTD)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Applied Digital Corp.), Securities Purchase Agreement (VistaGen Therapeutics, Inc.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Amendment, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAmendment.

Appears in 2 contracts

Samples: Debenture and Warrants (Inferx Corp), Debenture and Warrant Amendment (Inferx Corp)

Issuance of the Shares. The Shares have been Securities are duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved will reserve from its duly authorized capital stock the a number of shares of Common Stock issuable for issuance of the Conversion Shares at least equal to the number of Conversion Shares which could be issued pursuant to this Agreement in order to issue the terms of the Shares.

Appears in 2 contracts

Samples: Purchase Agreement (POSITIVEID Corp), Purchase Agreement (POSITIVEID Corp)

Issuance of the Shares. The Shares and Warrant Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Warrants have been duly authorized for issuance. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares and Warrant Shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Sinohub, Inc.), Securities Purchase Agreement (Sinohub, Inc.)

Issuance of the Shares. The Shares have been 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 LiensLiens imposed by the Company, except for restrictions on transfer set forth in the Transaction Documents or imposed by applicable securities laws. The Subject to the Stockholder Approval and the consummation of both the Authorized Share Increase and the Reverse Stock Split, the Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesRequired Minimum.

Appears in 1 contract

Samples: Securities Purchase Agreement (Allarity Therapeutics, Inc.)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all LiensLiens and will not be subject to preemptive or similar rights of shareholders (other than those imposed by the Investors). The Company has reserved from its duly authorized share capital stock the shares of Common Stock Ordinary Shares issuable pursuant to this Agreement in order to issue the Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (China Gerui Advanced Materials Group LTD)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue and the SharesOption.

Appears in 1 contract

Samples: Securities Purchase Agreement (Whos Your Daddy Inc)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liensliens. The Any claims by the Company has reserved from its duly authorized capital stock against the shares Investor in connection with the delivery of Common Stock issuable pursuant the Final Payment shall not affect the ownership rights of the Shares and shall represent a wholly separate claim by the Company against the Investor limited to this Agreement in order to issue the Sharesmonetary damages.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Coconnect Inc)

Issuance of the Shares. The Shares have been Upon the Stockholder Approval, the Securities will be duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Upon Stockholder Approval, the Company has reserved will reserve from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Bronze Marketing Inc)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (China TransInfo Technology Corp.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Us Dataworks Inc)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsterms hereof, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liensliens, encumbrances and rights of first refusal. The Company has reserved from its a sufficient number of duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue all of the Shares. At the Closing, the Shares shall have been listed for trading on the Nasdaq National Market (the "Trading Market").

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Earthshell Corp)

Issuance of the Shares. The Shares have been 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. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Preferred Stock issuable pursuant to this Agreement in order to issue as well as the Sharesmaximum number of shares of Common Stock into which such Preferred Stock is convertible.

Appears in 1 contract

Samples: Stock Purchase Agreement (Harbor BioSciences, Inc.)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all Liens, other than restrictions on transfer under applicable securities laws. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Elio Motors, Inc.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsterms hereof, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liensliens, encumbrances and rights of first refusal. The Company has reserved from its a sufficient number of duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue all of the Shares. At each Closing, the related Shares shall have been listed for trading on the Nasdaq National Market (the "Trading Market").

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Earthshell Corp)

Issuance of the Shares. The Shares have been are duly authorized andand the Shares, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock stock, the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Cytogen Corp)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsterms hereof, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its a sufficient number of duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue all of the Shares. At the Closing, the Shares shall have been listed for trading on the Nasdaq National Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (General Magic Inc)

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Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsterms hereof, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liensliens, encumbrances and rights of first refusal. The Company has reserved from its a sufficient number of duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue all of the Shares. At the Closing, the Shares shall have been listed for trading on the Nasdaq SmallCap Market (the "Trading Market").

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Napro Biotherapeutics Inc)

Issuance of the Shares. The Shares have been 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 LiensLiens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mitek Systems Inc)

Issuance of the Shares. The Shares have been 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. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cleveland Biolabs Inc)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, nonassessable and free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (DHB Industries Inc)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (SCOLR Pharma, Inc.)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid paid, and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Magellan Petroleum Corp /De/)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue and the SharesWarrants.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Us Dataworks Inc)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documentsthis Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The As of the Closing, the Company has will have reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Montana Mining Corp)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares. The Securities are not subject to any preemptive or similar rights to subscribe for or purchase securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (inContact, Inc.)

Issuance of the Shares. The issuance of the Shares have been is duly authorized and, when issued and paid for in accordance with the Transaction Documents, the Shares will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock currently issuable pursuant to this Agreement in order to issue the SharesTransaction Documents.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Vici Properties Inc.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction DocumentsAgreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liensliens imposed by the Company other than restrictions on transfer provided for in the Agreement. The Company has reserved from its duly authorized capital stock the shares maximum number of Common Stock Shares issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (OPAL Fuels Inc.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Diasys Corp)

Issuance of the Shares. The Shares have been are duly authorized and, when issued issued, sold and paid for delivered in accordance with the Transaction DocumentsDocuments for the consideration specified herein, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all LiensLiens other than those arising under applicable federal and state securities laws as a result of the private placement of the Shares to Seaside contemplated hereby. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Defense Solutions Holding, Inc.)

Issuance of the Shares. The Shares have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares. The Securities are not subject to any preemptive or similar rights to subscribe for or purchase securities.

Appears in 1 contract

Samples: Mineral Lease and Option to Purchase (Bullfrog Gold Corp.)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsterms of this Agreement, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Borrower. The Company Borrower has reserved from its duly authorized capital stock the a number of shares of Common Stock issuable pursuant Borrower common stock for issuance of the Shares at least equal to this Agreement in order to issue the SharesRequired Minimum on the date hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Mill City Ventures III, LTD)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessablenon-assessable, free and clear of all Liens, other than any Liens created by or imposed on the holders thereof through no action of the Company. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Chatsworth Data Solutions, Inc.)

Issuance of the Shares. The Shares have been 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 LiensLiens imposed by the Company. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue and the Sharesexercise of the Warrants.

Appears in 1 contract

Samples: Securities Exchange Agreement (Document Security Systems Inc)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Point Acquisition Corp)

Issuance of the Shares. The Shares have been duly are authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all LiensLiens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock the maximum number of shares of Common Stock issuable pursuant to this Agreement in order to issue the SharesAgreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Inovio Biomedical Corp)

Issuance of the Shares. The Shares have been are duly authorized and, when issued and paid for in accordance with the Transaction Documentsterms hereof, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liensliens, encumbrances and rights of first refusal. The Company has reserved from its a sufficient number of duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue all of the Shares. At the Closing, the Shares shall have been listed for trading on the Trading Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Earthshell Corp)

Issuance of the Shares. The Upon the approval of the transactions contemplated by the Transaction Documents by the Company's shareholders, the Shares will have been duly authorized and, when issued and paid for in accordance with the Transaction Documents, will be duly and validly issued, fully paid paid, and nonassessable, free and clear of all Liens. The Company has reserved from its duly authorized capital stock the shares of Common Stock issuable pursuant to this Agreement in order to issue the Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Good Times Restaurants Inc)

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