Issuance of the Exchange Shares. The Exchange Shares, when issued in accordance with the terms of this Agreement and the Transaction Documents, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Company has reserved from its duly authorized capital stock a sufficient number of shares of Common Stock for issuance of all of the Exchange Shares.
Issuance of the Exchange Shares. The Exchange Shares have been validly approved and established by the Company Board and no further authorization is required in order for the Company to consummate the transactions contemplated hereby, including the Issuance and the Exchange. The Exchange Shares are duly authorized for issuance, upon delivery of the Exchange Shares as contemplated hereunder, will be validly issued, fully paid and non-assessable, free of restrictions on transfer other than those restrictions under this Agreement, and will not be issued in violation of any purchase or call option, right of first refusal, subscription right, preemptive right or any similar rights.
Issuance of the Exchange Shares. The Exchange Shares, when issued, will be duly authorized by all necessary corporate action by Axonyx, and will be duly and validly issued, fully paid and non-assessable shares of common stock of Axonyx.
Issuance of the Exchange Shares. At Closing, ADMG shall take such actions as required to cause such number of the ADMG Shares to be issued in the name of each Shareholder as indicated on Schedule A.
Issuance of the Exchange Shares. Upon their issuance at the Closing in accordance with the terms of this Agreement, the Exchange Shares will be duly authorized and duly and validly issued, fully paid and nonassessable.
Issuance of the Exchange Shares. The Exchange Shares are duly authorized and, when issued and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents.
Issuance of the Exchange Shares. The Shares, when issued, will be duly authorized by all necessary corporate action by the Company, and will be duly and validly issued, fully paid and non-assessable shares of Common Stock.
Issuance of the Exchange Shares. The Exchange Shares have been duly authorized by the Board of Directors of CYRB, and upon issuance to the Members at the Closing, all Exchange Shares will be duly authorized, validly issued, fully paid and non-assessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of Nevada law, the CYRB Articles of Incorporation, the CYRB Bylaws or any Contract to which CYRB is a party or otherwise bound.
Issuance of the Exchange Shares. The Exchange Shares are duly authorized and, when issued and paid for in accordance with the applicable Transaction Documents, will be duly and validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents. The Conversion Shares, when issued upon conversion of the Exchange Shares in accordance with the terms of the Certificate of Designation, will be validly issued, fully paid and nonassessable, free and clear of all Liens imposed by the Company other than restrictions on transfer provided for in the Transaction Documents and under applicable securities laws. The Company has reserved from its duly authorized capital stock a number of shares of Common Stock for issuance of the Conversion Shares at least equal to the Required Minimum on the date hereof.
Issuance of the Exchange Shares. The Exchange Shares have been duly authorized by the Board of Directors of RCCC, and upon issuance to the Members at the Closing, all Exchange Shares will be duly authorized, validly issued, fully paid and non-assessable and not subject to or issued in violation of any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of Nevada law, the RCCC Articles of Incorporation, the RCCC Bylaws or any Contract to which RCCC is a party or otherwise bound.
