Valid Issuance of Stock. (a) The Purchased Shares, when paid for and issued as provided in this Agreement, will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 5 contracts
Samples: Common Stock Purchase Agreement (Penthouse International Inc), Common Stock Purchase Agreement (Penthouse International Inc), Common Stock Purchase Agreement (American Pulp Exchange Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for issued, sold and issued as provided delivered in accordance with the terms of this Agreement, will shall be duly authorized and validly issued, fully paid and nonassessablenon-assessable.
Appears in 4 contracts
Samples: Contribution Agreement, Contribution Agreement (Cryocor Inc), Contribution Agreement (Cryocor Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Globecomm Systems Inc), Stock Purchase Agreement (Globecomm Systems Inc), Stock Purchase Agreement (Excite Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessablenonassessable and are not subject to preemptive or other similar rights of any shareholder of the Company.
Appears in 4 contracts
Samples: Common Stock Purchase Agreement (Cellegy Pharmaceuticals Inc), Common Stock Purchase Agreement (Cellegy Pharmaceuticals Inc), Common Stock Purchase Agreement (Four Partners)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 4 contracts
Samples: Common Stock Purchase Agreement (Intel Corp), Common Stock Purchase Agreement (Avid Technology Inc), Common Stock Purchase Agreement (Planet Zanett Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessablenonassessable and are not subject to preemptive or other similar rights of any stockholder of the Company.
Appears in 3 contracts
Samples: Registration Rights Agreement (Cash Systems Inc), Common Stock Purchase Agreement (Telular Corp), Common Stock Purchase Agreement (P F Changs China Bistro Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Series A Certificate, will be duly and validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Net Value Holdings Inc), Series a Convertible Preferred Stock Purchase Agreement (Net Value Holdings Inc), Series a Convertible Preferred Stock Purchase Agreement (Net Value Holdings Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for issued, sold and issued as provided delivered in accordance with the terms of this Agreement, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Certificate, will be duly and validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (Sohu Com Inc), Series C Preferred Stock Purchase Agreement (Sohu Com Inc), Series B Preferred Stock Purchase Agreement (Sohu Com Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for and issued then issued, as provided in this Agreement, will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Series D Preferred (Northwest Bancorporation Inc), Confidential Treatment Requested (Northwest Bancorporation Inc), Common Stock Purchase Agreement (Innofone Com Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Warrant Shares have been duly and validly reserved for issuance and, upon issuance, sale and delivery in accordance with the terms of the Warrant for the consideration provided for therein, will be duly and validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Common Stock and Warrant Purchase Agreement (Intel Corp), Common Stock and Warrant Purchase Agreement (Phoenix Technologies LTD), Stock and Warrant Purchase Agreement (St Lawrence Seaway Corp)
Valid Issuance of Stock. (a) The Purchased Shares, when issued and paid for and issued as provided in this Agreement, Agreement will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Tauriga Sciences, Inc.), Common Stock Purchase Agreement (Tauriga Sciences, Inc.)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for and issued then issued, as provided in this Agreement, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares have been duly and validly reserved for issuance upon conversion thereof and, when issued upon such conversion in accordance with the Articles of Amendment (assuming no change in Issuer’s Articles of Incorporation or in applicable law) will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Series C Preferred (Northwest Bancorporation Inc), Confidential Treatment Requested (Northwest Bancorporation Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when issued, paid for and issued as provided delivered in accordance with the terms of this Agreement, will be duly authorized and authorized, validly issued, fully paid and nonassessable.nonassessable and free of preemptive rights, other than those contemplated by the Shareholders Agreement and the THL Voting Agreement. 4.7
Appears in 2 contracts
Samples: Investment Agreement (Lynx Ventures Lp), Investment Agreement (Lynx Ventures Lp)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessablenonassessable and are not subject to preemptive rights of any shareholder of the Company.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Cellegy Pharmaceuticals Inc), Common Stock Purchase Agreement (Four Partners)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Articles and Certificate of Designation, will be duly and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Securities Purchase Agreement (PRB GasTransportation, Inc.)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for and issued as provided in this Agreement, will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Version Asset Purchase Agreement (Centerspan Communications Corp)
Valid Issuance of Stock. (a) The Purchased Shares, when issued and paid for and issued as provided in this Agreement, will be duly authorized and validly issued, fully paid and nonassessablenonassessable and will be free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than those created by the Investor.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Exodus Communications Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Warrant Shares have been duly and validly reserved for issuance and, upon issuance, sale and delivery in accordance with the terms of 4 the Warrant for the consideration provided for therein, will be duly and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Intel Corp)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms hereof for and issued as provided in this Agreementthe consideration expressed herein, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Revised Articles, will be duly and validly issued, fully paid and nonassessable.
Appears in 1 contract
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Certificate, will be duly and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Net Value Holdings Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold ----------------------- and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessablenonassessable and are not subject to preemptive or other similar rights of any shareholder of the Company.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Salix Pharmaceuticals LTD)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for and issued as provided in this Agreement, Agreement will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 1 contract
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable.. The Warrant Shares have been duly and validly reserved for issuance and, upon issuance, sale and delivery in accordance with the terms of
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Xircom Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and non assessable. The Conversion 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.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Virtual Mortgage Network Inc)
Valid Issuance of Stock. (a) The Purchased SharesShares and the Warrants, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares and the Warrant Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Series A Certificate or the Warrants, as applicable, will be duly and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Series a Convertible Preferred Stock Purchase Agreement (Net Value Holdings Inc)
Valid Issuance of Stock. (a) The Purchased SharesUnits, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Securities Purchase Agreement (Enterra Energy Trust)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for issued, sold and issued as provided delivered in accordance with the terms of this Agreement, will be duly authorized and validly issued, fully paid and nonassessablenon assessable.
Appears in 1 contract
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Warrant Shares have been duly and validly reserved for issuance and, upon issuance, sale and delivery in accordance with the terms of the Warrants for the consideration provided for therein, will be duly and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (MRV Communications Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessablenon-assessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Restated Certificate, will be duly and validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Chaparral Network Storage Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid issued, sold and delivered in accordance with the terms of this Agreement for and issued as the consideration provided in this Agreementfor herein, will be duly authorized and validly issued, fully paid and nonassessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Restated Certificate, will be duly and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Series C Preferred Stock Purchase Agreement (Chaparral Network Storage Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when paid for issued, sold and issued as provided delivered in accordance with the terms of this Agreement, will be duly authorized and validly issued, fully paid and nonassessablenon assessable. The Conversion Shares have been duly and validly reserved for issuance and, upon issuance in accordance with the terms of the Articles, will be duly and validly issued, fully paid and non assessable.
Appears in 1 contract
Samples: Series Aaa Preferred Stock Purchase Agreement (Cne Group Inc)
Valid Issuance of Stock. (a) The Purchased Shares, when issued, paid for and issued as provided delivered in accordance with the terms of this Agreement, will be duly authorized and authorized, validly issued, fully paid and nonassessablenonassessable and free of preemptive rights, other than those contemplated by the Shareholders Agreement and the THL Voting Agreement.
Appears in 1 contract
Valid Issuance of Stock. (a) The Purchased SharesShares will be, when paid for and issued as provided upon payment therefor by the Purchasers in accordance with this Agreement, will be duly authorized and authorized, validly issued, fully paid and nonassessablenon-assessable.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Avistar Communications Corp)
Valid Issuance of Stock. (a) The Purchased Shares, when issued and paid for and issued as provided in this Agreement, will be duly authorized and validly issued, fully paid and nonassessable.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Neuropathix, Inc.)