Common use of Title to Securities; Capitalization Clause in Contracts

Title to Securities; Capitalization. (a) The issued and outstanding share capital of the Company (the “Company Securities”) is 51% owned by Xx. Xxxxxxx Xxxx. All of the Company Securities are duly authorized, validly issued, fully paid and nonassessable, free of Encumbrances and not subject to or issued in violation of any purchase option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the relevant law in jurisdiction of incorporation, the Company Organization Documents or any contract to which the Company is a party or by which the Company is bound. There are no outstanding contractual obligations of the Company to repurchase, redeem or otherwise acquire any the Company Ordinary Shares or any capital equity of the Company and there are no outstanding contractual obligations of the Company to provide funds to, or make any investment (in the form of a loan, capital contribution or otherwise) in, any other Person. None of the outstanding Company Securities has been issued in violation of any applicable securities Laws.

Appears in 2 contracts

Samples: Share Exchange Agreement (China Teletech Holding Inc), Share Exchange Agreement (China Teletech Holding Inc)

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Title to Securities; Capitalization. (a) The issued and outstanding authorized share capital of the Company consists of 1,500,000,000 shares (the “Company SecuritiesShares) is 51% owned by Xx. Xxxxxxx Xxxx), 5,140,319 of which are issued and outstanding. All of the outstanding Company Securities are Shares were duly authorized, validly issued, fully paid and nonassessable, free of Encumbrances and not subject to or issued in violation of any purchase option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the relevant law in the jurisdiction of incorporation, the Company Organization Documents or any contract to which the Company is a party or by which the Company is bound. There are no outstanding contractual obligations of the Company to repurchase, redeem or otherwise acquire any of the Company Ordinary Shares or any capital equity of the Company and there are no outstanding contractual obligations of the Company to provide funds to, or make any investment (in the form of a loan, capital contribution or otherwise) in, any other Person. None of the outstanding Company Securities Shares has been issued in violation of any applicable securities Laws.

Appears in 1 contract

Samples: Share Exchange Agreement (Computron, Inc.)

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Title to Securities; Capitalization. (a) The issued and outstanding share capital of the Company (the “Company Securities”) is 51% owned by Xx. Xxxxxxx Xxx Xxxxx Xxxx. All of the Company Securities are duly authorized, validly issued, fully paid and nonassessable, free of Encumbrances and not subject to or issued in violation of any purchase option, right of first refusal, preemptive right, subscription right or any similar right under any provision of the relevant law in jurisdiction of incorporation, the Company Organization Documents or any contract to which the Company is a party or by which the Company is bound. There are no outstanding contractual obligations of the Company to repurchase, redeem or otherwise acquire any the Company Ordinary Shares or any capital equity of the Company and there are no outstanding contractual obligations of the Company to provide funds to, or make any investment (in the form of a loan, capital contribution or otherwise) in, any other Person. None of the outstanding Company Securities has been issued in violation of any applicable securities Laws.

Appears in 1 contract

Samples: Share Exchange Agreement (China Teletech Holding Inc)

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