Common use of Status of the Shares Clause in Contracts

Status of the Shares. The Shares have been duly authorized and, when issued upon in accordance with the terms of this Agreement, will be validly issued, fully paid and nonassessable shares of Parent Common Stock and will be free and clear of all Liens created by or through Parent. The issuance and delivery of the Shares is not subject to any preemptive right of shareholders of Parent that has not been waived or to any right of first refusal or other right in favor of any person that has not been waived.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Ventiv Health Inc), Asset Purchase Agreement (Ventiv Health Inc), Asset Purchase Agreement (Ventiv Health Inc)

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Status of the Shares. The Parent Shares have been duly authorized and, when issued upon in accordance with the terms of this Agreement, will be validly issued, fully paid and nonassessable shares of Parent Common Stock and will be free and clear of all Liens created by or through Parent. The issuance and delivery of the Parent Shares is not subject to any preemptive right of shareholders of Parent that has not been waived or to any right of first refusal or other right in favor of any person that has not been waived. No shareholder vote of the Parent or any of its Affiliates is required to issue the Parent Common Stock.

Appears in 1 contract

Samples: Purchase Agreement (Inventiv Health Inc)

Status of the Shares. The Parent Shares have been duly authorized and, when issued upon in accordance with the terms of this Agreement, will be validly issued, fully paid and nonassessable non-assessable shares of Parent Common Stock and will be free and clear of all Liens created by or through Parent. The issuance and delivery of the Parent Shares is not subject to any preemptive right of shareholders of Parent that has not been waived or to any right of first refusal or other right in favor of any person that has not been waived.

Appears in 1 contract

Samples: Purchase Agreement (Inventiv Health Inc)

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Status of the Shares. The Shares have been duly authorized and, when issued upon in accordance with the terms of this Agreement, will be validly issued, fully paid and nonassessable shares of Parent Common Stock and will be free and clear of all Liens Liens, other than those created or imposed by or through Parentthe Shareholders. The issuance and delivery of the Shares is not subject to any preemptive right of shareholders of Parent that has not been waived or to any right of first refusal or other right in favor of any person that has not been waived.

Appears in 1 contract

Samples: Acquisition Agreement (Ventiv Health Inc)

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