Valid Issuance of Purchased Shares. When issued, sold and delivered in accordance with the terms hereof for the consideration expressed herein, the Purchased Shares shall be validly issued and outstanding, fully paid and nonassessable, free from any encumbrances or restrictions on transfer, including preemptive rights, rights of first refusal or other similar rights, other than restrictions on transfer under this Agreement and the related transaction documents and under federal and state securities laws.
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Samples: Share Purchase Agreement (Axovant Sciences Ltd.), Share Purchase Agreement (Roivant Sciences Ltd.), Share Purchase Agreement (Myovant Sciences Ltd.)
Valid Issuance of Purchased Shares. When The Purchased Shares, when issued, sold and delivered in accordance with the terms hereof of this Agreement for the consideration expressed herein, the Purchased Shares shall will be duly authorized, validly issued and outstandingissued, fully paid and nonassessable, and will be free from any encumbrances or restrictions on transfer, including preemptive rights, rights and clear of first refusal or other similar rightsall Liens, other than restrictions on transfer under this Agreement applicable state and the related transaction documents and under federal and state securities laws.
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Valid Issuance of Purchased Shares. When The Purchased Shares, when issued, sold and delivered in accordance with the terms hereof of this Agreement for the consideration expressed herein, the Purchased Shares shall will be duly and validly issued and outstandingauthorized, validly issued, fully paid and nonassessable, nonassessable and will be free from any encumbrances or restrictions on transfer, including preemptive rights, rights of first refusal or other similar rights, transfer other than restrictions on transfer under this Agreement and the related transaction documents and under applicable federal and state securities laws, domestic or foreign.
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Samples: Asset Purchase Agreement (International Business Machines Corp)
Valid Issuance of Purchased Shares. When The Purchased Shares, when issued, sold sold, delivered, and delivered paid for by the Investor in accordance with the terms hereof for of this Agreement, will be duly and validly issued, fully paid, non-assessable and free from all preemptive or similar rights and Encumbrances. The Purchaser shall be entitled to all rights accorded to a holder of the consideration expressed herein, A Shares with respect to the Purchased Shares shall be validly issued and outstanding, fully paid and nonassessable, free from any encumbrances or restrictions on transfer, including preemptive rights, rights of first refusal or other similar rights, other than restrictions on transfer under this Agreement and the related transaction documents and under federal and state securities laws(as applicable).
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Valid Issuance of Purchased Shares. When The Purchased Shares which are being purchased by Purchaser hereunder, when issued, sold and delivered in accordance with the terms hereof for the consideration expressed herein, the Purchased Shares shall will be duly and validly issued and outstandingissued, fully paid and nonassessablenonassessable and, free from any encumbrances or restrictions on transferbased in part upon the representations of Purchaser in this Agreement, including preemptive rights, rights of first refusal or other similar rights, other than restrictions on transfer under this Agreement and the related transaction documents and under will be issued in compliance with all applicable federal and state securities laws.
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