Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.
Appears in 16 contracts
Samples: Warrant Agreement (Supernova Partners Acquisition Co II, Ltd.), Warrant Purchase Agreement (Anthemis Digital Acquisitions I Corp), Warrant Agreement (Anthemis Digital Acquisitions I Corp)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of the Companyassociation, and upon registration in the Register of Members of the Company, as amended from time to time shall be validly issued, fully paid and nonassessable.
Appears in 14 contracts
Samples: Warrant Agreement (TH International LTD), Warrant Agreement (TH International LTD), Warrant Agreement (Prenetics Global LTD)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the CompanyAssociation, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 10 contracts
Samples: Public Warrant Agreement (Andretti Acquisition Corp.), Private Warrant Agreement (Andretti Acquisition Corp.), Private Warrant Agreement (Andretti Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended amended and Restated Memorandum restated memorandum and Articles articles of Association association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, issued as fully paid and nonassessablenon-assessable.
Appears in 7 contracts
Samples: Warrant Agreement (Tristar Acquisition I Corp.), Warrant Agreement (Tristar Acquisition I Corp.), Warrant Agreement (Tristar Acquisition I Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s Amended and Restated Memorandum and Articles of Association of Association, as amended from time to time, (the Company, and upon registration in the Register of Members of the Company, “Articles”) shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 7 contracts
Samples: Warrant Agreement (Endurance Acquisition Corp.), Warrant Agreement (Pegasus Digital Mobility Acquisition Corp.), Warrant Agreement (Pegasus Digital Mobility Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 7 contracts
Samples: Warrant Agreement (Colonnade Acquisition Corp. II), Warrant Agreement (Colonnade Acquisition Corp. II), Warrant Agreement (Itiquira Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the CompanyAssociation, and upon registration in the Register register of Members members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 6 contracts
Samples: Private Warrant Agreement (Igniting Consumer Growth Acquisition Co LTD), Public Warrant Agreement (Igniting Consumer Growth Acquisition Co LTD), Public Warrant Agreement (Igniting Consumer Growth Acquisition Co LTD)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of the Company, and upon registration in the Register of Members of the Company, association shall be validly issued, fully paid and nonassessable.
Appears in 6 contracts
Samples: Warrant Agreement (Thrive Acquisition Corp), Warrant Agreement (Thrive Acquisition Corp), Warrant Agreement (Excelsa Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, issued as fully paid and nonassessablenon-assessable.
Appears in 6 contracts
Samples: Subscription Agreement (Act II Global Acquisition Corp.), Warrant Agreement (Fellazo Inc.), Warrant Agreement (Fellazo Inc.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 5 contracts
Samples: Warrant Agreement (ECARX Holdings Inc.), Warrant Agreement (COVA Acquisition Corp.), Warrant Agreement (COVA Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of the Companyassociation, and upon registration in the Register of Members of the Company, as amended from time to time shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 5 contracts
Samples: Assignment and Assumption Agreement (Gogoro Inc.), Assignment and Assumption Agreement (Poema Global Holdings Corp.), Assignment and Assumption Agreement (Gogoro Inc.)
Valid Issuance. All Ordinary Shares ordinary shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, issued as fully paid and nonassessablenon-assessable.
Appears in 4 contracts
Samples: Warrant Agreement (AI Transportation Acquisition Corp), Warrant Agreement (AI Transportation Acquisition Corp), Warrant Agreement (Distoken Acquisition Corp)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register Company’s register of Members of the Companymembers, shall be validly issued, fully paid and nonassessable.
Appears in 4 contracts
Samples: Warrant Agreement (Gogoro Inc.), Warrant Agreement (Poema Global Holdings Corp.), Warrant Agreement (POEMA Global Holdings Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise or surrender of a Warrant in conformity with this Warrant Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 4 contracts
Samples: Warrant Agreement (Americas Technology Acquisition Corp.), Warrant Agreement (Americas Technology Acquisition Corp.), Warrant Agreement (Galileo Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended amended and Restated Memorandum restated memorandum and Articles articles of Association association of the Company, and upon registration in the Register of Members of the Company, and shall be validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Warrant Agreement (Israel Acquisitions Corp), Warrant Agreement (Israel Acquisitions Corp), Warrant Agreement (Israel Acquisitions Corp)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended amended and Restated Memorandum restated memorandum and Articles of Association articles of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 3 contracts
Samples: Warrant Agreement (ClimateRock), Warrant Agreement (ClimateRock), Warrant Agreement (ClimateRock)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement Agreement, and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of the Companyassociation, and upon registration in the Register of Members of the Companyas amended from time to time, shall be validly issued, fully paid and nonassessable.
Appears in 3 contracts
Samples: Warrant Agreement (Learn CW Investment Corp), Warrant Agreement (Learn CW Investment Corp), Warrant Agreement (Learn CW Investment Corp)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 2 contracts
Samples: Private Warrant Agreement (Bleuacacia LTD), Private Warrant Agreement (Bleuacacia LTD)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Union Acquisition Corp. II), Warrant Agreement (Union Acquisition Corp. II)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the CompanyAssociation, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Independence Holdings Corp.), Warrant Agreement (Independence Holdings Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of association (the Company, “Charter”) and upon registration in the Register register of Members members of the Company, Company shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 2 contracts
Samples: Warrant Agreement (EQV Ventures Acquisition Corp.), Warrant Agreement (EQV Ventures Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement Agreement, and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of the Companyassociation, and upon registration in the Register of Members of the Company, as amended from time to time shall be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Merger Agreement (Blue Ocean Acquisition Corp), Warrant Agreement (Blue Ocean Acquisition Corp)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the CompanyAssociation, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (AfterNext HealthTech Acquisition Corp.), Warrant Agreement (AfterNext HealthTech Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 2 contracts
Samples: Warrant Agreement (Switchback II Corp), Warrant Agreement (Switchback II Corp)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Second Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Arctos Northstar Acquisition Corp.), Warrant Agreement (Arctos Northstar Acquisition Corp.)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of the Companyassociation, and upon registration in the Register register of Members members of the Company, Company shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 2 contracts
Samples: Warrant Agreement (Ares Acquisition Corp II), Warrant Agreement (Ares Acquisition Corp II)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended Company’s amended and Restated Memorandum restated memorandum and Articles articles of Association of the Companyassociation, and upon registration in the Register of Members of the Company, Company shall be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Ares Acquisition Corp), Warrant Agreement (Ares Acquisition Corp)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable on the entry of the name of the registered owner thereof in the Register of Members of the Company confirming that such Ordinary Shares have been issued credited as fully paid.
Appears in 1 contract
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended amended and Restated Memorandum restated memorandum and Articles of Association articles of the Company, and upon Company (it being noted that issuance shall occur at the time of registration in the Register Company’s register of Members of the Company, members) shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 1 contract
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended amended and Restated Memorandum restated memorandum and Articles articles of Association of the Company, and upon registration in the Register of Members of the Company, association shall be validly issued, fully paid and nonassessablenon-assessable.
Appears in 1 contract
Samples: Private Warrant Agreement (DP Cap Acquisition Corp I)
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register register of Members members of the Company, shall be validly issued, fully paid and nonassessable.
Appears in 1 contract
Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and in accordance with the Amended and Restated Memorandum and Articles of Association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, issued as fully paid and nonassessablenon-assessable.
Appears in 1 contract
