Common use of Issuance of Issued Shares Clause in Contracts

Issuance of Issued Shares. The Issued Shares are duly authorized, and, when issued and paid for in accordance with the terms hereof and entered in the register of members of the Company, will be validly issued, non-assessable and fully-paid, and free from all Encumbrances (except for Encumbrances created or imposed by the Transaction Documents or under applicable securities Laws). Assuming the accuracy of the representations and warranties set forth in Section 3.06, the offer, issuance and sale by the Company of the Issued Shares to the Purchaser is exempt from registration under the Securities Act.

Issuance of Issued Shares. The Issued Shares are duly authorized, and, when issued and paid for in accordance with the terms hereof and entered in the register of members of the Company, will shall be validly issued, issued and non-assessable and fully-paid, and free from all preemptive or similar rights and Encumbrances (except for Encumbrances created or imposed by and the Transaction Documents or under applicable securities Laws)Issued Shares shall be fully paid with the Purchaser being entitled to all rights accorded to a holder of the Class A Shares. Assuming the accuracy of the representations and warranties set forth in Section 3.063.6 of this Agreement, the offer, offer and issuance and sale by the Company of the Issued Shares to the Purchaser is exempt from registration under the Securities Act.