Common use of Validly Issued Shares Clause in Contracts

Validly Issued Shares. The Company covenants that all shares of Common Stock or other securities that may be delivered upon exercise of the Warrant (including those issued pursuant to Section 7 hereof) shall, upon delivery by the Company, be duly authorized and validly issued, fully paid and nonassessable, free from all taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoever.

Appears in 3 contracts

Samples: Warrant Agreement (Usani LLC), Bridge Loan Warrant Agreement (Styleclick Inc), Warrant Agreement (Usani LLC)

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Validly Issued Shares. The Company covenants that all shares of Class B Common Stock or other securities that may be delivered upon exercise of the Warrant (including those issued pursuant to Section 7 hereof) shall, upon delivery by the Company, be duly authorized and validly issued, fully paid and nonassessable, free from all taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoever.

Appears in 2 contracts

Samples: Warrant Agreement (Usani LLC), Media Warrant Agreement (Styleclick Inc)

Validly Issued Shares. The Company covenants that all shares of Common Stock or other securities that may be delivered upon exercise of the each Warrant (including those issued pursuant to Section 7 hereof) shall, shall upon delivery by the Company, Company be duly authorized and validly issued, fully paid and nonassessable, free from all taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoever.

Appears in 1 contract

Samples: Warrant Agreement (Amn Healthcare Services Inc)

Validly Issued Shares. The Company covenants that all shares of Common Stock or other securities that may be delivered upon exercise of the Warrant (including those issued pursuant to this Section 7 hereof) shall, shall upon delivery by the Company, Company be duly authorized and validly issued, fully paid and nonassessable, free from all taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoeverwhatsoever other than those created by any holder of Purchased Capital Stock or Common Stock issued pursuant to Section 7(a) or (b).

Appears in 1 contract

Samples: Investor Rights Agreement (Cupertino Electric Inc)

Validly Issued Shares. The Company covenants that all shares of Common Stock or other securities that may be delivered upon exercise of the this Warrant (including those issued pursuant to Section 7 hereof) shall, shall upon delivery by the Company, Company be duly authorized and validly issued, fully paid and nonassessable, free from all taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoever.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Physician Partners Inc)

Validly Issued Shares. The Company covenants and agrees that all shares of Common Stock or other securities that may be issued and delivered upon exercise of the Warrant (including those issued pursuant to Section 7 hereof) shall, shall upon issuance and delivery by the Company, Company be duly authorized and validly issued, fully paid and nonassessablenonassessable and not subject to any preemptive or other similar rights that have not been waived, free from all taxes, liens and charges with respect to the issue issuance or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoever.

Appears in 1 contract

Samples: Warrant Agreement (World Health Alternatives Inc)

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Validly Issued Shares. The Company covenants and agrees that all shares of Common Stock or other securities that may be delivered upon exercise of the any Warrant (including those issued shares deliverable pursuant to Section 7 hereof) shall, shall upon delivery by the Company, Company be duly authorized and validly issued, fully paid and nonassessable, free from all taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoever.

Appears in 1 contract

Samples: Warrant Agreement (Root9B Technologies Inc.)

Validly Issued Shares. The Company covenants and agrees that all shares of Common Stock or other securities that may be delivered upon exercise of the each Warrant (including those issued shares deliverable pursuant to Section 7 hereof) shall, shall upon delivery by the Company, Company be duly authorized and validly issued, fully paid and nonassessable, free from all taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoever.

Appears in 1 contract

Samples: Warrant Agreement (Evergreen Solar Inc)

Validly Issued Shares. The Company covenants that all shares of Common Stock or other securities and Capital Stock that may be delivered upon exercise of the Warrant (including those were issued pursuant to Section 7 hereof) shall, upon delivery by the Company, be Existing Warrant Agreement have been duly authorized and validly issued, fully paid and nonassessable, free from all stamp taxes, liens and charges with respect to the issue or delivery thereof and otherwise free of all other security interests, encumbrances and claims of any nature whatsoeverwhatsoever (other than restrictions under applicable federal and/or state securities laws).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Patriot National, Inc.)

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