Valid Issuance of Purchased Shares. (a) The Purchased Shares when issued, sold and delivered in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and nonassessable and will be free of any Encumbrance (as defined below), other than Encumbrances under the Transaction Documents and the Constitutional Documents and under applicable state and federal securities laws. The Conversion Shares issuable upon conversion of the Purchased Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Restated Articles, will be duly and validly issued, fully paid and nonassessable and will be free of any Encumbrance, other than Encumbrances under the Transaction Documents and the Constitutional Documents and under applicable securities laws. “
Appears in 5 contracts
Samples: Preferred Shares Purchase Agreement, Series B Preferred Shares Purchase Agreement (Niu Technologies), Preferred Shares Purchase Agreement (Niu Technologies)
Valid Issuance of Purchased Shares. (a) The Purchased Shares when issued, sold and delivered in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and nonassessable and will be free of any Encumbrance (as defined below), other than Encumbrances under the Transaction Documents and the Constitutional Documents and under applicable state and federal securities laws. The Conversion Shares issuable upon conversion of the Purchased Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Restated Articles, will be duly and validly issued, fully paid and nonassessable and will be free of any Encumbrance, other than Encumbrances under the Transaction Documents and the Constitutional Documents Documents, imposed by the holders thereof and under applicable securities laws. “
Appears in 2 contracts
Samples: Series C Preferred Shares Purchase Agreement (InnoLight Technology Corp), Series C Preferred Shares Purchase Agreement (InnoLight Technology Corp)