Common use of Valid Issuance of Purchased Shares Clause in Contracts

Valid Issuance of Purchased Shares. 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 non-assessable and free and clear of any Liens. All outstanding share capital of the Company has been duly and validly issued, fully paid and non-assessable, and all outstanding shares, options, warrant and other Equity Securities of the Company have been issued in full compliance with the requirements of all applicable securities Laws (to the extent applicable, the registration and prospectus delivery requirements of the Securities Act or the applicable exemptions therefrom).

Valid Issuance of Purchased Shares. 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 non-assessable and free and clear of any Liensnonassessable. All outstanding share capital shares issuable upon conversion of the Company has been Purchased Shares will be duly and validly issued, fully paid and non-assessablenonassessable. Subject to the representations and warranties made by the Investors in Sections 5.2 and 5.3, the offer and all outstanding shares, options, warrant and other Equity Securities sale of the Company have been issued in full compliance with Purchased Shares to the Investors pursuant to this Agreement shall be exempt from the registration and/or qualification requirements of all applicable securities Laws (to the extent applicable, the registration and prospectus delivery requirements of the Securities Act or the applicable exemptions therefrom)Law.