Common use of Issuance of Shares Clause in Contracts

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 31 contracts

Samples: Common Stock Private Purchase Agreement (Nymox Pharmaceutical Corp), Common Stock Private Purchase Agreement (Nymox Pharmaceutical Corp), Common Stock Private Purchase Agreement (Nymox Pharmaceutical Corp)

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Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 18 contracts

Samples: Common Stock Purchase Agreement (Medplus Inc /Oh/), Common Stock Purchase Agreement (Biomarin Pharmaceutical Inc), Common Stock Purchase Agreement (Columbia Laboratories Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and and, when the Purchaser Shares have been issued to the Investor, the Investor shall be entitled to all rights accorded to a holder and beneficial owner of Common Stock.

Appears in 17 contracts

Samples: Common Stock Purchase Agreement (Medivation, Inc.), Common Stock Purchase Agreement (Dyax Corp), Common Stock Purchase Agreement (Medis Technologies LTD)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser Investor shall be entitled to all rights accorded to a holder and beneficial owner of Common Stock.

Appears in 14 contracts

Samples: Common Stock Purchase Agreement (Solexa, Inc.), Common Stock Purchase Agreement (Cv Therapeutics Inc), Common Stock Purchase Agreement (Syntroleum Corp)

Issuance of Shares. The Warrant Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereofhereof and the Warrant, the Warrant Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 13 contracts

Samples: Common Stock Purchase Agreement (Metropolitan Health Networks Inc), Common Stock Purchase Agreement (World Wide Wireless Communications Inc), Common Stock Purchase Agreement (Cel Sci Corp)

Issuance of Shares. The Shares to be issued under this Agreement and the Warrant have been or will be (prior to issuance to the Purchaser or GYBL hereunder) duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common StockShares.

Appears in 13 contracts

Samples: Share Purchase Agreement (Highest Performances Holdings Inc.), Share Purchase Agreement (Jet Token Inc.), Share Purchase Agreement (CITIC Capital Acquisition Corp.)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be (prior to issuance to the Purchaser hereunder) duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 9 contracts

Samples: Private Placement Purchase Agreement (Cyclone Power Technologies Inc), Common Stock Purchase Agreement (Cv Therapeutics Inc), Common Stock Purchase Agreement (Eos Petro, Inc.)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be (prior to the delivery of any Fixed Request Notice to the Investor hereunder), duly authorized by all necessary corporate action andon the part of the Company. The Shares, when paid for or issued in accordance with the terms hereofof this Agreement, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable and free from all liens, charges, taxes, security interests, encumbrances, rights of first refusal, preemptive or similar rights and other encumbrances with respect to the Purchaser shall be entitled to all rights accorded to a holder of Common Stockissue thereof.

Appears in 6 contracts

Samples: Common Stock Purchase Agreement (Microvision Inc), Common Stock Purchase Agreement (Trius Therapeutics Inc), Common Stock Purchase Agreement (EnteroMedics Inc)

Issuance of Shares. The Shares and Warrants to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares and Warrant Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 5 contracts

Samples: Securities Exchange Agreement (Ramp Corp), Securities Exchange Agreement (Ramp Corp), Securities Exchange Agreement (Ramp Corp)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Isis Pharmaceuticals Inc), Common Stock Purchase Agreement (Isis Pharmaceuticals Inc), Common Stock Purchase Agreement (Supergen Inc)

Issuance of Shares. The issuance, sale and delivery of the Shares to be issued under in accordance with this Agreement have Agreement, has been duly authorized and reserved for issuance, as the case may be, by all necessary corporate action andon the part of the Company, and the Shares when paid for or issued so issued, sold and delivered against payment therefor in accordance with the terms hereofprovisions of this Agreement, the Shares shall will be duly and validly issued and outstandingissued, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stocknonassessable.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Languageware Net Co LTD), Stock Purchase Agreement (Languageware Net Co LTD), Stock Purchase Agreement (Languageware Net Co LTD)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Ariad Pharmaceuticals Inc), Common Stock Purchase Agreement (Geltex Pharmaceuticals Inc), Common Stock Purchase Agreement (Egghead Com Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been or, prior to the issuance to Purchaser hereunder, will be duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Usinternetworking Inc), Common Stock Purchase Agreement (Leap Wireless International Inc), Common Stock Purchase Agreement (Usinternetworking Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Pacificare Health Systems Inc /De/), Common Stock Purchase Agreement (Omi Corp/M I), Common Stock Purchase Agreement (Tivo Inc)

Issuance of Shares. The issuance, sale and delivery of the Shares to be issued under in accordance with this Agreement have been duly authorized by all necessary corporate action andon the part of the Company, subject only to the conditions set forth in Section 5.2. The Shares when paid for or issued so issued, sold, and delivered against payment therefor in accordance with the terms hereof, the Shares shall provisions of this Agreement will be duly and validly issued and outstandingissued, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Computer Integration Corp), Exhibit 1 (Codinvest LTD)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereofhereof and the Registration Statement and Prospectus, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Axys Pharmecueticals Inc), Common Stock Purchase Agreement (Axys Pharmecueticals Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall will be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Coeur D Alene Mines Corp), Common Stock Purchase Agreement (Cepheid)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common StockShares.

Appears in 2 contracts

Samples: Share Purchase Agreement (Corel Corp), Common Share Purchase Agreement (Sand Technology Inc)

Issuance of Shares. The Shares and Warrant Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereofhereof or of the Warrant, as applicable, the Shares and the Warrant Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (McGlen Internet Group Inc), Common Stock Purchase Agreement (McGlen Internet Group Inc)

Issuance of Shares. The issuance and delivery of the Shares to be issued under in accordance with this Agreement have been duly authorized by all necessary corporate action andon the part of the Company, and the Shares when paid for or so issued and delivered against in accordance with the terms hereofprovisions of this Agreement, the Shares shall will be validly issued and outstandingissued, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stocknonassessable.

Appears in 2 contracts

Samples: Debt Conversion Agreement (High Plains Gas, Inc.), Debt Conversion Agreement (High Plains Gas, Inc.)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereofhereof and the Warrant, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Lam Pharmaceutical Corp), Common Stock Purchase Agreement (Surgilight Inc)

Issuance of Shares. The Subject to Section 2.2, the Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereofhereof and the Initial Warrants and the Performance Warrants or the Undrawn Minimum Warrants, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Pro Net Link Corp), Common Stock Purchase Agreement (Pro Net Link Corp)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, free and clear of all Liens, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock. The Company has reserved a sufficient number of duly authorized shares of Common Stock to issue the Shares. At the Closing, the Common Stock is approved for inclusion in the Nasdaq.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Cv Therapeutics Inc), Common Stock Purchase Agreement (Nektar Therapeutics)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common StockStock subject to the restrictions contained herein.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Magnum Technology Fund LTD), Stock Purchase Agreement (DSP Group Inc /De/)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary requisite corporate action and, when paid for or issued and delivered in accordance with the terms hereofof this Agreement and the New Convertible Note, the Shares shall will be validly issued and outstanding, fully paid and non-assessablenonassessable and free and clear of all liens, encumbrances and rights of refusal of any kind and the Purchaser shall Holder will be entitled to all rights accorded to a holder of Common Stock.

Appears in 2 contracts

Samples: Convertible Promissory Note Exchange Agreement (Metrospaces, Inc.), Convertible Promissory Note Exchange Agreement (Metrospaces, Inc.)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Exchange Agreement (Medix Resources Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser Purchasers shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Stock Purchase Agreement (A B Watley Group Inc)

Issuance of Shares. The Shares to be issued under this Agreement ------------------ have been or, prior to the issuance to Purchaser hereunder, will be duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Leap Wireless International Inc)

Issuance of Shares. The Shares to be issued ------------------ under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereofhereof and the Warrant, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Absolutefuture Com)

Issuance of Shares. The issuance, sale and delivery of the Shares to be issued under in accordance with this Agreement have been duly authorized by all necessary corporate action andon the part of the Company, and all such shares have been duly reserved for issuance. The Shares when paid for or issued so issued, sold and delivered against payment therefor in accordance with the terms hereof, the Shares shall provisions of this Agreement will be duly and validly issued and outstandingissued, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sepracor Inc /De/)

Issuance of Shares. The Shares to be issued under this Agreement have ------------------ been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Tivo Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, will not be subject to the preemptive or similar rights of any person, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Lj International Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, ; the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Stock Purchase Agreement (Advanced Communications Technologies Inc)

Issuance of Shares. The issuance of the Shares to be issued under this Agreement have has been duly authorized by all necessary corporate action and, when paid for or issued upon issuance in accordance with the terms hereofof this Agreement, the Shares shall will be validly issued and outstandingissued, fully paid and non-assessablenonassessable and free from all Liens with respect to the issue thereof, and with the Purchaser shall be holders of the Common Stock being entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Exchange Agreement (YRC Worldwide Inc.)

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Issuance of Shares. The Shares and the Warrants to be issued under in conformity with the terms of this Agreement have been duly authorized by all necessary corporate action andand the Shares, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable. When the Warrant Shares are issued in accordance with the terms of the Warrants, such shares will be duly authorized by all necessary corporate action and validly issued and outstanding, fully paid and nonassessable, and the Purchaser holders shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Securities Purchase Agreement (InspireMD, Inc.)

Issuance of Shares. The Shares to be issued under this Agreement have ------------------ been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser Purchasers shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Senesco Technologies Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action andAgreement, when paid for or and issued in accordance with the terms hereof, the Shares shall be duly authorized by all necessary corporate action and shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (On2 Technologies Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and and, when the Purchaser Shares have been issued to the Investor, the Investor shall be entitled to all rights accorded to a holder and beneficial owner of Common StockShares.

Appears in 1 contract

Samples: Common Share Purchase Agreement (Xoma LTD /De/)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common StockOrdinary Shares.

Appears in 1 contract

Samples: Ordinary Shares Purchase Agreement (Commtouch Software LTD)

Issuance of Shares. The Shares to be issued under this Agreement have ------------------ been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser Purchasers shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Inchorus Com)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be duly authorized by all necessary corporate action on the part of the Company and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and and, when the Purchaser Shares have been issued to the Investor, the Investor shall be entitled to all rights accorded to a holder and beneficial owner of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Sun Communities Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-non- assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Infocure Corp)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be duly authorized by all necessary corporate action on the part of the Company and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and and, when the Purchaser Shares have been issued to the Investor, the Investor shall be entitled to all rights accorded to a holder of Common StockStock pursuant to the Charter and Bylaws.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Omeros Corp)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-non- assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Cavion Technologies Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and when so paid for and issued the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Ameriquest Technologies Inc)

Issuance of Shares. The Warrant Shares to be issued under ------------------ this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereofhereof and the Warrant, the Warrant Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Valicert Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be (prior to issuance to the Noteholders hereunder) duly authorized by all necessary corporate action action, and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable free and clean of all liens, encumbrances, charges, rights of first refusal or other restrictions, and the Purchaser Noteholders shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Note Satisfaction and Securities Purchase Agreement (Lightpath Technologies Inc)

Issuance of Shares. The Shares to be issued under this Agreement issuances of the Securities have been duly authorized by all necessary corporate action andby the Company. The Shares, when paid for or and issued in accordance with the terms hereof, the Shares shall will be validly issued and outstanding, fully paid and non-assessablenonassessable. When the Warrant Shares are paid for and issued in accordance with the terms of the Warrant, such shares will be validly issued and outstanding, fully paid and nonassessable, and the Purchaser holder shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Securities Purchase Agreement (Imedia International Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when issued and paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Collagenex Pharmaceuticals Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary requisite corporate action and, when paid for or issued and delivered in accordance with the terms hereofof this Agreement and the Convertible Note, the Shares shall will be validly issued and outstanding, fully paid and non-assessablenonassessable and free and clear of all liens, encumbrances and rights of refusal of any kind and the Purchaser shall Holder will be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Promissory Note Exchange Agreement (Metrospaces, Inc.)

Issuance of Shares. The Shares to be issued under pursuant to this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser Logic or Logic's nominee shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Strategic Relationship Agreement (Cetalon Corp)

Issuance of Shares. The Shares to be issued under this Agreement have ------------------ been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Nexell Therapeutics Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been or will be (prior to issuance to the Purchaser hereunder) duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessablenonassessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common StockOrdinary Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Amtd Idea Group)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or and issued in accordance with the terms hereof, the Shares hereof shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Medizone International Inc)

Issuance of Shares. The issuance, sale and delivery of the Shares to be issued under in accordance with this Agreement have been duly authorized by all necessary corporate action andon the part of the Buyer. The Shares when issued, when paid for or issued sold and delivered in accordance with the terms hereofprovisions of this Agreement will be duly and validly issued, the Shares shall be validly issued and outstanding, fully fully-paid and non-assessable, free of preemptive rights, rights of first refusal and rights of first offer with no personal liability attaching to the Purchaser shall be entitled to all rights accorded to a holder of Common Stockownership thereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (American Oil & Gas Inc)

Issuance of Shares. The Shares to be issued under this Agreement have been duly authorized by all necessary corporate action and, when paid for or issued in accordance with the terms hereof, the Shares shall be validly issued and outstanding, fully paid and non-assessable, and the Purchaser shall be entitled to all rights accorded to a holder of Common Stock.. (e)

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Cambex Corp)

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