Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 409 contracts
Samples: Securities Purchase Agreement (San Holdings Inc), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Odyssey Marine Exploration Inc)
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant in accordance with the terms of this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 17 contracts
Samples: Escrow Agreement (Smartire Systems Inc), Stock Purchase (Smartire Systems Inc), Stock Purchase (Smartire Systems Inc)
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).. 709473-3
Appears in 16 contracts
Samples: Warrant (I2 Telecom International Inc), Warrant (I2 Telecom International Inc), Warrant (I2 Telecom International Inc)
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant in accordance with the terms and conditions hereof, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 8 contracts
Samples: Common Stock Purchase Warrant (Immune Response Corp), Securities Purchase Agreement (Immune Response Corp), Securities Purchase Agreement (Immune Response Corp)
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and liens and charges incurred by the Holder).
Appears in 7 contracts
Samples: Common Stock Purchase (Grant Ventures Inc), Common Stock Purchase (Grant Ventures Inc), Securities Purchase Agreement (Miv Therapeutics Inc)
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and in accordance with the terms hereof, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (imposed by the Company other than taxes restrictions on transfer provided for in respect of any transfer occurring contemporaneously with such issue)the Transaction Documents.
Appears in 7 contracts
Samples: Common Stock Purchase Warrant (Matritech Inc/De/), Common Stock Purchase (Matritech Inc/De/), Matritech Inc/De/
Authorization of Shares. The Company covenants that all Warrant Shares which that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 7 contracts
Samples: Common Stock Purchase Warrant (Neutron Enterprises Inc), Oxygen Biotherapeutics, Inc., Synthetic Blood International Inc
Authorization of Shares. The Company covenants that all Warrant Common Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 4 contracts
Samples: Sand Technology Inc, Sand Technology Inc, Sand Technology Inc
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant in accordance with the provisions of this Warrant, be duly authorized, validly issued, fully paid and nonassessable non assessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 4 contracts
Samples: Credit, Security and Warrant Purchase Agreement (Roomlinx Inc), Securities Purchase Agreement (Roomlinx Inc), Mathewson Charles N
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued shares issuable upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, authorized and be capable of being validly issued, issued as fully paid and nonassessable non-assessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 4 contracts
Samples: Memorandum of Agreement (Rada Electronic Industries LTD), Rada Electronic Industries LTD, Rada Electronic Industries LTD
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and restrictions arising under applicable federal or state securities laws.).
Appears in 3 contracts
Samples: Verticalnet Inc, Verticalnet Inc, Verticalnet Inc
Authorization of Shares. The Company covenants that all Warrant Shares which and all Additional Warrant Shares that may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant and in accordance with the terms hereof, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (imposed by the Company other than taxes restrictions on transfer provided for in respect of any transfer occurring contemporaneously with such issue)the Transaction Documents.
Appears in 2 contracts
Samples: Common Stock Purchase (Matritech Inc/De/), Common Stock Purchase Warrant (Matritech Inc/De/)
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this WarrantWarrant in accordance with the terms hereof, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 2 contracts
Samples: Wireless Frontier Internet Inc, Wireless Frontier Internet Inc
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the those purchase rights represented by this Warrantrights, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (thereof, other than taxes in respect of any transfer occurring contemporaneously with such issue)issuance.
Appears in 2 contracts
Authorization of Shares. The Company covenants that all the Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 2 contracts
Samples: Calypte Biomedical Corp, Common Stock Purchase Agreement (Path 1 Network Technologies Inc)
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue, if any).
Appears in 2 contracts
Samples: Warrant Agreement (Unity Wireless Corp), Unity Wireless Corp
Authorization of Shares. The Company company covenants that all Warrant Shares warrant shares which may be issued upon the exercise of the purchase rights represented by this Warrant warrant will, upon exercise of the purchase rights represented by this Warrantwarrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 1 contract
Samples: Waverider Communications Inc
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof as a result of any action by the Company (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 1 contract
Samples: Open Market Inc
Authorization of Shares. The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issueissue and subject to compliance with applicable federal and state securities laws).
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Perma Fix Environmental Services Inc)
Authorization of Shares. The Company covenants that all New Warrant Shares which may be issued upon the exercise of the purchase rights represented by this New Warrant will, upon exercise of the purchase rights represented by this New Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 1 contract
Samples: Us Dataworks Inc
Authorization of Shares. The Company covenants that all Purchase Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).
Appears in 1 contract
Samples: Securities Purchase Agreement (Crystallex International Corp)
