Common use of Validity of Pubco Common Stock Issuable upon the Transaction Clause in Contracts

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 45 contracts

Samples: The Merger Agreement (Fresh Promise Foods, Inc.), Share Exchange Agreement (Solei Systems, Inc.), Share Exchange Agreement (Pacific Green Technologies Inc.)

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Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders Shareholder upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 5 contracts

Samples: Share Exchange Agreement (Iconic Brands, Inc.), Share Exchange Agreement (Secure Luggage Solutions Inc.), Share Exchange Agreement (Amico Games Corp.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders Shareholder upon consummation of the Transaction in accordance with this Agreement willshall, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will shall be duly and validly issued, fully paid and non-assessable.

Appears in 2 contracts

Samples: Share Exchange Agreement (China Wind Energy Inc.), Share Exchange Agreement (China Wind Energy Inc.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders Shareholders, or their designees, upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 2 contracts

Samples: Share Exchange Agreement (China Aluminum Foil, Inc.), Share Exchange Agreement (Heli Electronics Corp.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders Shareholder upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-non- assessable.

Appears in 2 contracts

Samples: The Share Exchange Agreement (Magicstem Group Corp.), Share Exchange and Royalty Agreement (Wolverine Exploration Inc.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders Shareholder, or their designees, upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 2 contracts

Samples: Share Exchange Agreement (Narnia Corp.), Share Exchange Agreement (China Forest Energy Corp.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders Purchaser upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 1 contract

Samples: Share Purchase Agreement (Wolverine Technologies Corp.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 1 contract

Samples: Share Exchange Agreement (Technology Publishing, Inc.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Consideration Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable. The Consideration Shares will entitle their holders to the same rights and obligations as all other shares of Pubco Common Stock.

Appears in 1 contract

Samples: Share Exchange Agreement (Orgenesis Inc.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-non- assessable.

Appears in 1 contract

Samples: Share Exchange Agreement (FUHUIYUAN INTERNATIONAL HOLDINGS LTD)

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Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.. {WLMLAW W0013824.DOC}

Appears in 1 contract

Samples: Share Exchange Agreement (Future Canada China Environment Inc.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco PubCo Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 1 contract

Samples: Share Exchange Agreement (Healthcare Providers Direct Inc.)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco PubCo Shares to be issued to the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, free and clear of all liens and other encumbrances, fully paid and non-assessableassessable and the issuance thereof is not subject to any pre-emptive or other similar right.

Appears in 1 contract

Samples: Share Exchange Agreement (Raven Biofuels International Corp)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to Xxxxxxxx and the Selling Shareholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 1 contract

Samples: The Share Exchange Agreement (Metasun Enterprises Inc)

Validity of Pubco Common Stock Issuable upon the Transaction. The Pubco Shares to be issued to the Selling Shareholders Interestholders upon consummation of the Transaction in accordance with this Agreement will, upon issuance, have been duly and validly authorized and, when so issued in accordance with the terms of this Agreement, will be duly and validly issued, fully paid and non-assessable.

Appears in 1 contract

Samples: Share Exchange Agreement (Vumee Inc.)

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