Issuance of the Shares. The Shares, when issued pursuant to the terms of this Agreement, will be duly and validly authorized and issued, fully paid and nonassessable.
Appears in 7 contracts
Samples: Common Stock Purchase Agreement (Sugen Inc), Common Stock Purchase Agreement (Global Telecommunication Solutions Inc), Stock Purchase Agreement (Sugen Inc)
Issuance of the Shares. (i) The Shares, when issued pursuant to the terms of this Agreement, will be Shares have been duly and validly authorized and, when issued and paid for pursuant to the Purchase Agreements, will be validly issued, fully paid and nonassessable, and shall be free and clear of all encumbrances and restrictions except for restrictions on transfer imposed by applicable securities laws, if any.
(ii) For purposes of this Agreement:
Appears in 3 contracts
Samples: Financial Advisory Agreement (ZBB Energy Corp), Financial Advisory Agreement (ZBB Energy Corp), Financial Advisory Agreement (Overland Storage Inc)
Issuance of the Shares. The Shares, when issued pursuant to the terms of this Agreement, Shares will be duly and validly authorized and when issued in accordance with the terms hereof will be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Stock Purchase Agreement (First Acceptance Corp /De/), Stock Purchase Agreement (Bally Total Fitness Holding Corp)
Issuance of the Shares. The Shares, when When issued pursuant to and delivered at the terms of Closing in accordance with this Agreement, the Shares will be duly and authorized, validly authorized and issued, fully paid and nonassessable, free of any preemptive or other similar rights of any person.
Appears in 2 contracts
Samples: Subscription Agreement (Vincera, Inc.), Subscription Agreement (Vincera, Inc.)
Issuance of the Shares. The Shares, when issued pursuant to the terms of this Agreement, will shall be duly and validly authorized and issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Accent Color Sciences Inc), Common Stock Purchase Agreement (Billserv Com Inc)
Issuance of the Shares. The SharesShares are duly authorized, and, when issued pursuant to the terms of against payment as contemplated by this Agreement, will shall be duly and validly authorized and issued, fully paid and nonassessable.
Appears in 1 contract
Issuance of the Shares. The SharesShares have been duly authorized and, when issued pursuant to issued, delivered and paid for in the terms of manner set forth in this Subscription Agreement, will be duly and validly authorized and issued, fully paid and nonassessable.
Appears in 1 contract
Issuance of the Shares. The Shares, when issued pursuant to the terms of in accordance with this Agreement, will be duly authorized and validly authorized and issued, and will be fully paid and nonassessablenonassessable and free of all Liens.
Appears in 1 contract
Samples: Asset Purchase Agreement (True North Communications Inc)
Issuance of the Shares. The SharesShares are duly authorized and, when issued pursuant to the terms of this Agreementand paid for in accordance herewith, will be duly and validly authorized and issued, fully paid and nonassessable.
Appears in 1 contract
Issuance of the Shares. The Shares, when issued pursuant to issued, sold and delivered in accordance with the terms of and for the consideration set forth in this Agreement, will be duly and validly authorized and issued, fully paid and nonassessable.
Appears in 1 contract
Issuance of the Shares. The SharesShares are duly authorized and, when issued pursuant to and paid for in accordance with the terms of this Agreement, will be duly and validly authorized and issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Stock Purchase Agreement (NovaBay Pharmaceuticals, Inc.)
Issuance of the Shares. The SharesShares have been duly authorized and, when issued pursuant to the terms of and paid for in accordance with this Agreement, will be duly and validly authorized and issued, fully paid and nonassessable, free and clear of all liens.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (China Broadband Inc)
