Shares Validly Issued. When issued in compliance with the provisions of this Agreement, the Consideration Shares will be validly issued, fully paid and nonassessable, and will be free of any liens or encumbrances; provided, however, that the Consideration Shares may be subject to restrictions on transfer under state and/or federal securities laws as set forth herein or as otherwise required by such laws.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Pacific Asia Petroleum Inc), Purchase and Sale Agreement
Shares Validly Issued. When issued in compliance with the provisions of this Agreement, the Consideration Shares will be validly issued, fully paid and nonassessablenon- assessable, and will be free of any liens Liens or encumbrances; provided, however, that the Consideration Shares may will be subject to the voluntary restrictions noted above and the restrictions on transfer under state and/or federal Canadian and United States securities laws as set forth herein or as otherwise required by such lawslaws at the time a transfer is proposed.
Appears in 1 contract
Samples: Share Purchase Agreement (NexTech AR Solutions Corp.)
Shares Validly Issued. When issued in compliance with the provisions of this Agreement, the Consideration Shares will be validly issued, fully paid and nonassessable, and will be free of any liens or encumbrancesEncumbrances; provided, however, that the Consideration Shares may will be subject to restrictions on transfer under state and/or federal securities laws as set forth herein or as otherwise required by such laws.
Appears in 1 contract
Samples: Asset Purchase Agreement (Ashford Hospitality Prime, Inc.)