Common use of Title to Units Clause in Contracts

Title to Units. When certificates representing the securities comprising the Units shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes and Warrants and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities laws), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 5 contracts

Samples: Agency Agreement (Commonwealth Associates /Bd), Agency Agreement (Commonwealth Associates /Bd), Agency Agreement (Futurelink Distribution Corp)

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Title to Units. When certificates representing the securities comprising the Units and/or the Reserved Shares shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes Shares and Warrants and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising or through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities laws), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 2 contracts

Samples: Agency Agreement (Care Group Inc), Agency Agreement (Irata Inc)

Title to Units. When certificates representing the securities comprising the Units and/or the Reserved Shares shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes Shares and Warrants and/or the Reserved Shares Shares, as the case may be, free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising or through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities laws), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 1 contract

Samples: The Agency Agreement (Accumed International Inc)

Title to Units. When certificates representing the securities comprising the Units and/or the Reserved Shares shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes and Shares, Warrants and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising or through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities laws), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 1 contract

Samples: Agency Agreement (Imall Inc)

Title to Units. When certificates representing the securities comprising the Units shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes and Warrants and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities lawslaws or pursuant to the Subscription Agreement), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 1 contract

Samples: Agency Agreement (Tarpon Industries, Inc.)

Title to Units. When certificates representing the securities comprising the Units and/or the Reserved Shares shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes and Warrants and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising or through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities laws), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 1 contract

Samples: Accumed International Inc

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Title to Units. When certificates representing the securities comprising the Units and/or the Reserved Shares shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes and Shares, Warrants and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising or through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities laws), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 1 contract

Samples: Agency Agreement (Commonwealth Associates /Bd)

Title to Units. When certificates representing the securities comprising the Units shall have been duly delivered to the purchasers and payment shall have been made therefor, the several purchasers shall have good and marketable title to the Notes and Warrants Shares and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising through the acts or omissions of the purchasers and except as arising from applicable Federal and state securities laws), and the Company shall have paid all taxes, if any, in respect of the original issuance thereof.

Appears in 1 contract

Samples: Agency Agreement (Commonwealth Associates /Bd)

Title to Units. When certificates representing the securities comprising the Units Reserved Shares shall have been duly delivered to the purchasers and payment shall have been made therefortherefor (assuming such purchasers are bona fide purchasers within the meaning of the Uniform Commercial Code), the several purchasers shall have good and marketable title to the Notes and Warrants and/or the Reserved Shares free and clear of all liens, encumbrances and claims whatsoever (with the exception of claims arising from or through the acts or omissions of the purchasers and except as arising from applicable Federal federal and state securities laws), and the Company shall have paid all transfer taxes, if any, in respect of the original issuance thereof.

Appears in 1 contract

Samples: Placement Agency Agreement (Nai Technologies Inc)

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