Common use of Valid Issuance of Parent Common Stock Clause in Contracts

Valid Issuance of Parent Common Stock. All shares of Parent Common Stock issued pursuant to the terms of this Agreement will be duly authorized, validly issued, fully paid and non-assessable, free and clear of all Encumbrances, and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number of shares of Parent Common Stock to perform its obligations under this Agreement.

Valid Issuance of Parent Common Stock. All The shares of Parent Common Stock to be issued pursuant to the terms of this Agreement will be duly authorized, validly issued, fully paid paid, and non-assessable, free and clear of all Encumbrances, assessable and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number of shares of Parent Common Stock to perform its obligations under this Agreementrights.

Valid Issuance of Parent Common Stock. All The shares of Parent Common Stock to be issued pursuant to as Merger Consideration hereunder, when issued in exchange for the shares of Target Common Stock in accordance with terms of this Agreement Agreement, will be duly authorized, validly issued, fully paid and non-assessable, free and clear of all Encumbrances, and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number of shares of Parent Common Stock to perform its obligations under this Agreementnonassessable.

Valid Issuance of Parent Common Stock. All The shares of Parent Common Stock to be issued as part of the Purchase Price pursuant to the terms of this Agreement Deferred Payment and the Earnout Payments will be duly authorized, validly issued, fully paid and non-assessablenonassessable, and shall be free and clear of all Encumbrances, and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number of shares of Parent Common Stock to perform its obligations under this AgreementLiens.

Valid Issuance of Parent Common Stock. All The shares of Parent Common Stock to be issued pursuant to the terms of this Agreement will will, when issued, be duly authorized, validly issued, fully paid and non-assessable, free and clear of all Encumbrances, and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number of shares of Parent Common Stock to perform its obligations under this Agreement.

Valid Issuance of Parent Common Stock. All The shares of Parent Common Stock to be issued pursuant to the terms of this Agreement will will, when issued, be duly authorized, validly issued, fully paid and non-non- assessable, free and clear of all Encumbrances, and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number of shares of Parent Common Stock to perform its obligations under this Agreement.

Valid Issuance of Parent Common Stock. All The shares of Parent Common Stock to be issued pursuant to the terms of this Agreement Agreement, when issued, will be duly authorized, validly issued, fully paid paid, and non-assessable, free and clear of all Encumbrances, and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number other statutory right of shares stockholders, will be issued in compliance with the Securities Act, the Exchange Act and state securities laws, and will be free of Parent Common Stock to perform its obligations under this Agreementany Encumbrance.

Valid Issuance of Parent Common Stock. All The shares of Parent Common Stock to be issued pursuant to the terms of this Agreement will will, when issued, be duly authorized, validly issued, fully paid and non-assessable, free assessable and clear of all Encumbrances, issued in compliance with federal and will not be subject to any preemptive or similar rights that have not been waived. The Parent has reserved for issuance from its duly authorized capital stock a sufficient number of shares of Parent Common Stock to perform its obligations under this Agreementstate securities laws.