Valid Issuance of the Common Stock. The shares of Common Stock, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, shall be duly and validly issued and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and under applicable federal and state securities laws.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Reve Technologies, Inc.), Subscription Agreement (Separation Degrees - One, Inc.), Subscription Agreement (Separation Degrees - One, Inc.)
Valid Issuance of the Common Stock. The shares of Common StockShares, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, shall will be duly authorized, validly issued, fully paid and validly issued nonassessable, and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions subject to restriction on transfer under this Agreement applicable state and under applicable federal and state securities laws.
Appears in 2 contracts
Samples: Loan Conversion and Common Stock Purchase Agreement (Lescarden Inc), Common Stock Purchase Agreement (Lescarden Inc)
Valid Issuance of the Common Stock. The shares Shares of Common Stock, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, shall be duly and validly issued issued, fully paid and nonassessable, and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and under applicable federal and state securities laws.
Appears in 2 contracts
Samples: Subscription Agreement (Nevada Gold Holdings, Inc.), Subscription Agreement (Nevada Gold Holdings, Inc.)
Valid Issuance of the Common Stock. The shares of Common StockShares, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, shall be duly and validly issued and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and under applicable federal and state securities laws.
Appears in 2 contracts
Samples: Subscription Agreement (California Gold Corp.), Common Stock Subscription Agreement (California Gold Corp.)
Valid Issuance of the Common Stock. The shares of Common StockShares, when issued, sold and delivered in accordance with the terms of this Agreement Agreement, and the Warrant Shares, when issued, sold and delivered in accordance with the terms of the Warrants, for the consideration expressed hereinherein or therein, shall be duly authorized, and validly issued issued, fully-paid and non-assessable, and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and the Stock Purchase Agreement and under applicable federal and state securities laws.
Appears in 2 contracts
Samples: Subscription Agreement (La Cortez Energy, Inc.), Subscription Agreement (Avante Petroleum S.A.)
Valid Issuance of the Common Stock. The shares of Common Stock, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, herein shall be duly and validly issued and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and under applicable federal and state securities laws.
Appears in 1 contract
Valid Issuance of the Common Stock. The shares of Common StockShares, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, shall be duly and validly issued and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and the Registration Rights Agreement and under applicable federal and state securities laws.
Appears in 1 contract
Samples: Subscription Agreement (Universal Gold Mining Corp.)
Valid Issuance of the Common Stock. The shares of Common Stock, Shares when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, and the shares underlying the Warrants when paid for and issued in accordance with the terms of the Warrants, shall be duly and validly issued and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and under applicable federal and state securities laws.
Appears in 1 contract
Valid Issuance of the Common Stock. The shares of Common StockSecurities, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, shall be duly and validly issued and will be free of restrictions on transfer directly or indirectly created by the Company other than restrictions on transfer under this Agreement and under applicable federal and state securities laws.
Appears in 1 contract
Valid Issuance of the Common Stock. The shares of the Common Stock, when issued, sold and delivered in accordance with the terms of this Agreement for the consideration expressed herein, herein shall be duly and validly issued issued, fully-paid and will nonassessable and shall be free of restrictions on transfer directly or indirectly created by the Company other than transfer, except for such restrictions on transfer under this Agreement and as may exist under applicable federal and state securities laws.
Appears in 1 contract
