Common use of Valid Issuance of Common Stock Clause in Contracts

Valid Issuance of Common Stock. The Common Stock, when issued and delivered in compliance with the provisions of the Agreement will be validly issued, and will be fully paid and nonassessable. The Common Stock will be free of any Encumbrances; provided, however, that the Common Stock is subject to restrictions on transfer under U.S. state and/or federal securities laws and as set forth in the Agreement. The Common Stock is not subject to any preemptive rights or rights of first refusal.

Valid Issuance of Common Stock. The Common Stock, when issued and delivered in compliance with the provisions of the Agreement this Agreement, will be duly authorized, validly issued, and will be fully paid and nonassessable. The Common Stock non-assessable, and will be free of any Encumbrancesliens or encumbrances caused or created by the Company; provided, however, however that the Common Stock is all such shares may be subject to restrictions on transfer under U.S. state and/or and federal securities laws and as set forth herein and as may be required by future changes in the Agreement. The Common Stock is not subject to any preemptive rights or rights of first refusalsuch laws.

Valid Issuance of Common Stock. The Common Stock, when issued issued, sold and delivered in compliance accordance with the provisions of terms and for the Agreement consideration set forth in this Agreement, will be validly issued, and will be fully paid and nonassessablenonassessable and free of restrictions on transfer other than restrictions on transfer under applicable state and federal securities laws and liens or encumbrances created by or imposed by a Purchaser. The Assuming the accuracy of the representations of the Purchasers in Section 5 of this Agreement, the Common Stock will be free of any Encumbrances; provided, however, that the Common Stock is subject to restrictions on transfer under U.S. issued in compliance with all applicable federal and state and/or federal securities laws and as set forth in the Agreement. The Common Stock is not subject to any preemptive rights or rights of first refusallaws.

Valid Issuance of Common Stock. The Common Stock, Stock issued pursuant to this Agreement when issued and delivered in compliance with the provisions of the Agreement will be (a) validly issued, and will be fully paid and nonassessable. The Common Stock will be nonassessable and free of any Encumbrances; provided, however, that the Common Stock is subject to restrictions on transfer other than restrictions on transfer under U.S. this Agreement and applicable state and/or and federal securities laws laws, or Liens created by or imposed by Seller, and as set forth (b) issued in the Agreement. The Common Stock is not subject to any preemptive rights or rights of first refusalcompliance with all applicable federal and state securities laws.

Valid Issuance of Common Stock. The Common Stock, when Stock being issued pursuant to this Agreement is duly and delivered in compliance with the provisions of the Agreement will be validly issued, and will be fully paid paid, and nonassessable. The Common Stock will be , and is free of any Encumbrances; provided, however, that the Common Stock is subject to restrictions on transfer other than restrictions on transfer under U.S. this Agreement and under applicable state and/or and federal securities laws and as set forth in the Agreement. The Common Stock is not subject to any preemptive rights or rights of first refusallaws.