Underwriter Securities Clause Samples

Underwriter Securities. The Underwriter Securities and the Underwriter Option Securities have been duly authorized and, when issued and delivered against payment for the Underwriter Securities and the Underwriter Option Securities, as applicable, by the Underwriters pursuant to this Agreement and registered in the Company’s books and records, will be validly issued, fully paid and nonassessable. The holders of such Underwriter Securities and/or Underwriter Option Securities are not and will not be subject to personal liability by reason of being such holders, and such Underwriter Securities and Underwriter Option Securities are not and will not be subject to any preemptive or other similar contractual rights granted by the Company. The sale of the Underwriter Securities and the Underwriter Option Securities are, or will be, exempt from the registration requirements of the Act.