Parent Shares. The Parent Shares to be issued to the Seller pursuant to this Agreement have been or will be upon issuance duly authorized and, when issued and delivered in accordance with the terms of this Agreement, will be validly issued, fully paid and non-assessable.
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Samples: Asset Purchase Agreement (Cellular Biomedicine Group, Inc.), Asset Purchase Agreement (Cellular Biomedicine Group, Inc.)
Parent Shares. The Parent Shares to be issued to in payment of the Seller pursuant to this Agreement have been or will be upon issuance duly authorized andPurchase Price will, when issued and delivered in accordance with the terms of this Agreement, Agreement will be duly authorized, validly issued, fully paid and non-assessableassessable and none of which will be issued in violation of any preemptive or similar rights; provided, however, the Parent Shares to be issued hereunder may be subject to restrictions on transfer under applicable federal and state securities laws.
Appears in 1 contract
Samples: Asset Purchase Agreement (Return on Investment Corp)
Parent Shares. The Parent Shares to be issued to the Seller pursuant to this Agreement have been or will be upon issuance duly authorized for issuance and, when they have been issued and delivered in accordance with the terms of this Agreement, will be validly issued, fully paid and non-assessablenonassessable.
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Parent Shares. The Parent Shares to be issued to the Seller Shareholders pursuant to this Agreement have been or will be upon issuance duly authorized andbe, when issued and delivered to the Shareholders in accordance with the terms of this Agreement, will be duly authorized, validly issued, fully paid and paid, non-assessableassessable and free and clear of any Encumbrances, subject to restrictions imposed herein, on the certificate or certificates therefor or by the Securities Laws.
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Parent Shares. The Parent Shares to be issued to the Seller pursuant to this Agreement have been or will be upon issuance duly authorized for such issuance and, when issued and delivered by Parent in accordance with the terms provisions of this Agreement, will be validly issued, fully paid paid, and non-assessablenonassessable. The issuance of the Parent Shares under this Agreement is not subject to any preemptive or similar rights.
Appears in 1 contract
Samples: Transaction Agreement (Boots & Coots International Well Control Inc)
Parent Shares. The Parent Shares to be issued to the Seller Sellers pursuant to this Agreement have been or will be upon issuance duly authorized andauthorized, and when the share certificates in respect of such Parent Shares are issued and delivered in accordance with the terms of this Agreementhereof, will be validly issued, fully fully-paid and non-assessable.
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