Common use of The Settlement Shares Clause in Contracts

The Settlement Shares. The Settlement Shares upon issuance: (i) will be freely tradable, validly issued, fully paid, unencumbered, non-assessable, and bear no restrictive legend. (ii) will be free and clear of any security interests, liens, claims or other encumbrances, subject only to restrictions upon transfer under the 1933 Act and any applicable state securities laws; (iii) will be duly and validly authorized, and on the dates of issuance, the Settlement Shares will be duly and validly issued, fully paid and non-assessable and will be free trading, unrestricted and free of restrictive legend; (iv) will not have been issued in violation of any preemptive or other similar rights of the holders of any securities of the Company or rights to acquire securities or debt of the Company; (v) will not subject the holders thereof to personal liability by reason of being such holders; and (vi) assuming the representations and warranties of the Noteholder as set forth in Section 2 hereof are true and correct, will not result in a violation of Section 5 under the 0000 Xxx.

The Settlement Shares. The Settlement Shares upon issuance: (i) will be freely tradable, validly issued, fully paid, unencumbered, non-assessable, and bear no restrictive legend. (ii) will be free and clear of any security interests, liens, claims or other encumbrances, subject only to restrictions upon transfer under the 1933 Act and any applicable state securities laws; (iii) will be duly and validly authorized, and on the dates of issuance, the Settlement Shares will be duly and validly issued, fully paid and non-assessable and will be free trading, unrestricted and free of restrictive legend; (iv) will not have been issued in violation of any preemptive or other similar rights of the holders of any securities of the Company or rights to acquire securities or debt of the Company; (v) will not subject the holders thereof to personal liability by reason of being such holders; and (vi) assuming the representations and warranties of the Noteholder as set forth in Section 2 hereof are true and correct, will not result in a violation of Section 5 under the 0000 Xxx1933 Act.

The Settlement Shares. The Settlement Shares upon issuance: (i) will be freely tradabletradeable, validly issued, fully paid, unencumbered, non-assessable, and bear no restrictive legend. (ii) will be free and clear of any security interests, liens, claims or other encumbrances, subject only to restrictions upon transfer under the 1933 Act and any applicable state securities laws; (iii) will be duly and validly authorized, and on the dates of issuance, the Settlement Shares will be duly and validly issued, fully paid and non-assessable and will be free trading, unrestricted and free of restrictive legend; (iv) will not have been issued in violation of any preemptive or other similar rights of the holders of any securities of the Company or rights to acquire securities or debt of the Company; (v) will not subject the holders thereof to personal liability by reason of being such holders; and (vi) assuming the representations and warranties of the Noteholder as set forth in Section 2 hereof are true and correct, will not result in a violation of Section 5 under the 0000 Xxx.