Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 1309 contracts
Samples: Warrant Agreement (Nuvation Bio Inc.), Warrant Agreement (Science Strategic Acquisition Corp. Alpha), Warrant Agreement (US Ecology Parent, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1027 contracts
Samples: Warrant Agreement (Trian Acquisition I Corp.), Warrant Agreement (Univar Inc.), Warrant Agreement (Trian Acquisition I Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant an Exchange Event in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 121 contracts
Samples: Rights Agreement (Aquaron Acquisition Corp.), Rights Agreement (Mountain Crest Acquisition Corp.), Rights Agreement (1347 Capital Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or surrender of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessable.
Appears in 95 contracts
Samples: Warrant Agreement (Presto Automation Inc.), Warrant Agreement (CONTRAFECT Corp), Warrant Agreement (CONTRAFECT Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 92 contracts
Samples: Enerpulse Technologies, Inc. Warrant Agency Agreement (Enerpulse Technologies, Inc.), Form of Warrant Agreement (Galena Biopharma, Inc.), Warrant Agency Agreement (Intercloud Systems, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 66 contracts
Samples: Warrant Agreement (Quinpario Acquisition Corp.), Warrant Agreement (Chart Acquisition Corp.), Warrant Agreement (Chart Acquisition Group LLC)
Valid Issuance. All shares of Common Stock issued or issuable upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 54 contracts
Samples: Warrant Agreement (Visualant Inc), Warrant Agreement (Viking Therapeutics, Inc.), Series a Warrant Agreement (S1 Biopharma, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or surrender of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 46 contracts
Samples: Warrant Agreement (Modiv Acquisition Corp.), Warrant Agent Agreement (eFleets Corp), Warrant Agreement (American Resources Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Certificate of Incorporation shall be validly issued, fully paid and non-assessable.
Appears in 41 contracts
Samples: Public Warrant Agreement (KnightSwan Acquisiton Corp), Public Warrant Agreement (C5 Acquisition Corp), Public Warrant Agreement (Trajectory Alpha Acquisition Corp.)
Valid Issuance. All the shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 32 contracts
Samples: Warrant Agreement (Mount Rainier Acquisition Corp.), Warrant Agreement (Nubia Brand International Corp.), Warrant Agreement (Larkspur Health Acquisition Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 28 contracts
Samples: Form of Warrant Agreement (Cellcom Tech Inc), Warrant Agreement (AeroGrow International, Inc.), Form of Warrant Agreement (Cellcom Tech Inc)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 23 contracts
Samples: Warrant Agreement (Insu Acquisition Corp Iii), Warrant Agreement (FinTech Acquisition Corp. IV), Warrant Agreement (Fintech Acquisition Corp. III)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated certificate of incorporation shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 19 contracts
Samples: Warrant Agreement (Build Acquisition Corp.), Warrant Agreement (Revolution Acceleration Acquisition Corp), Warrant Agreement (Rosecliff Acquisition Corp I)
Valid Issuance. All shares of Common Stock issued or issuable upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 17 contracts
Samples: Warrant Agreement (COMMITTED CAPITAL ACQUISITION Corp II), Warrant Agreement (COPsync, Inc.), Warrant Agreement (COPsync, Inc.)
Valid Issuance. All shares of the Common Stock issued or issuable upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 11 contracts
Samples: Warrant Agreement (RLJ Acquisition, Inc.), Warrant Agreement (Hicks Acquisition CO II, Inc.), Warrant Agreement (L&L Acquisition Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the governing documents of the Company, shall be validly issued, issued as fully paid and non-assessablenonassessable.
Appears in 8 contracts
Samples: Warrant Agreement (Ftac Zeus Acquisition Corp.), Warrant Agreement (Emerald ESG Acquisition Corp), Warrant Agreement (Fintech Acquisition Corp Vi)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessable.
Appears in 8 contracts
Samples: Warrant Agreement (Global Consumer Acquisition Corp.), Warrant Agreement (Global Consumer Acquisition Corp.), Warrant Agreement (Western Liberty Bancorp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant an Exchange Event in conformity with this Agreement and the Amended and Restated Certificate of Incorporation of the Company shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 8 contracts
Samples: Rights Agreement (Qomolangma Acquisition Corp.), Form of Rights Agreement (Qomolangma Acquisition Corp.), Rights Agreement (Blockchain Moon Acquisition Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated certificate of incorporation, as further amended from time to time, shall be validly issued, fully paid and non-assessable.
Appears in 8 contracts
Samples: Warrant Agreement (ShoulderUP Technology Acquisition Corp.), Warrant Agreement (ShoulderUP Technology Acquisition Corp.), Warrant Agreement (Lionheart III Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or surrender of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 7 contracts
Samples: Warrant Agreement (Regenerx Biopharmaceuticals Inc), Warrant Agreement (International Media Acquisition Corp.), Warrant Agreement (International Media Acquisition Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or, if applicable, surrender of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 7 contracts
Samples: Warrant Agreement (Secure America Acquisition CORP), Warrant Agreement (Secure America Acquisition CORP), Warrant Agreement (Secure America Acquisition CORP)
Valid Issuance. All shares of Common Stock issued by the Company upon the proper exercise of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessable.
Appears in 7 contracts
Samples: Form of Warrant Agency Agreement (U.S. Rare Earths, Inc), Form of Warrant Agency Agreement (Plasmatech Biopharmaceuticals Inc), Warrant Agency Agreement (Inpixon)
Valid Issuance. All shares of Common Stock issued upon the proper exercise an exchange of a Warrant Rights in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 6 contracts
Samples: Right Agreement (GigCapital2, Inc.), Right Agreement (GigCapital, Inc.), Right Agreement (GigCapital2, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid paid, and non-assessable.
Appears in 6 contracts
Samples: Warrant Agreement (PCI Media, Inc.), Warrant Agreement (NV5 Holdings, Inc.), Warrant Agreement (NV5 Holdings, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated certificate of incorporation, shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 6 contracts
Samples: Warrant Agreement (Arbor Rapha Capital Bioholdings Corp. I), Warrant Agreement (VMG Consumer Acquisition Corp.), Warrant Agreement (Arbor Rapha Capital Bioholdings Corp. I)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant any Warrants in conformity with this Agreement shall be duly authorized, validly issued, fully paid and non-assessablenonassessable.
Appears in 5 contracts
Samples: Warrant Agency Agreement (Genspera Inc), Form of Warrant Agreement (CNS Response, Inc.), Form of Warrant Agreement (Galectin Therapeutics Inc)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Founder Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 5 contracts
Samples: Founder Warrant Agreement (Shermen WSC Acquisition Corp), Founder Warrant Agreement (Shermen WSC Acquisition Corp), Founder Warrant Agreement (Shermen WSC Acquisition Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the Amended and Restated Certificate of Incorporation of the Company shall be validly issued, fully paid and non-assessable.
Appears in 5 contracts
Samples: Warrant Agreement (Qomolangma Acquisition Corp.), Warrant Agreement (Qomolangma Acquisition Corp.), Warrant Agreement (Qomolangma Acquisition Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant and full payment of the Warrant Price in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 4 contracts
Samples: Warrant Agreement (Crossfire Capital Corp.), Warrant Agreement (Crossfire Capital Corp.), Warrant Agreement (Crossfire Capital Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a this Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 4 contracts
Samples: Purple Innovation, Inc., Purple Innovation, Inc., Purple Innovation, Inc.
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be duly authorized, validly issued, fully paid and non-assessablenonassessable.
Appears in 4 contracts
Samples: Warrant Agreement (Alpha Security Group CORP), Warrant Agreement (Alpha Security Group CORP), Warrant Agreement (Alpha Security Group CORP)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid paid, and non-assessablenonassessable.
Appears in 4 contracts
Samples: Warrant Agreement (Atlas Acquisition Holdings Corp.), Warrant Agreement (Revel Entertainment Group, LLC), Warrant Agreement (Atlas Acquisition Holdings Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Private Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 4 contracts
Samples: Private Warrant Agreement (Future Health ESG Corp.), Private Warrant Agreement (Future Health ESG Corp.), Private Warrant Agreement (Future Health ESG Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Public Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 4 contracts
Samples: Public Warrant Agreement (Future Health ESG Corp.), Public Warrant Agreement (Future Health ESG Corp.), Public Warrant Agreement (Future Health ESG Corp.)
Valid Issuance. All The Company agrees that all shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable and free from preemptive rights.
Appears in 3 contracts
Samples: Warrant Agreement (Sidhu Special Purpose Capital Corp.), Sponsor Unit Purchase Agreement (Sidhu Special Purpose Capital Corp.), Warrant Agreement (Sidhu Special Purpose Capital Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a any Sponsor Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 3 contracts
Samples: Sponsor Warrant Agreement (Pershing Square Tontine Holdings, Ltd.), Sponsor Warrant Agreement (Pershing Square Tontine Holdings, Ltd.), Sponsor Warrant Agreement (Pershing Square SPARC Holdings, Ltd./De)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or surrender of a Warrant the Warrants in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 3 contracts
Samples: Warrant Agreement (Cryoport, Inc.), Warrant Agreement (Cryoport, Inc.), Warrant Agreement (Cryoport, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or, if applicable, surrender of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 3 contracts
Samples: Warrant Agreement (Brand & Services Acquisition Corp.), Warrant Agreement (Beverage Acquisition CORP), Warrant Agreement (Beverage Acquisition CORP)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and Shelf’s amended and restated certificate of incorporation shall be validly issued, fully paid and non-assessable.
Appears in 3 contracts
Samples: Warrant Agreement (Nextnav Inc.), Warrant Agreement (Spartacus Acquisition Shelf Corp.), Warrant Agreement (Nextnav Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Warrant Agency Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 3 contracts
Samples: Warrant Agency Agreement (Accelerate Diagnostics, Inc), Form of Warrant Agency Agreement (Accelerate Diagnostics, Inc), Warrant Agency Agreement (Accelerate Diagnostics, Inc)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 3 contracts
Samples: Warrant Agreement (InspireMD, Inc.), Warrant Agreement (InspireMD, Inc.), Warrant Agreement (InspireMD, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated certificate of incorporation of the Company and shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 3 contracts
Samples: Warrant Agreement (Clean Earth Acquisitions Corp.), Warrant Agreement (Clean Earth Acquisitions Corp.), Warrant Agreement (Clean Earth Acquisitions Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a any Director Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 2 contracts
Samples: Director Warrant Agreement (Pershing Square Tontine Holdings, Ltd.), Director Warrant Agreement (Pershing Square Tontine Holdings, Ltd.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a an Underwriter Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 2 contracts
Samples: Underwriter’s Warrant Agreement (NeoStem, Inc.), ’s Warrant Agreement (NeoStem, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Private Placement Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Consonance-HFW Acquisition Corp.), Warrant Agreement (Surrozen, Inc./De)
Valid Issuance. All shares of Common Stock issued by the Company upon the proper exercise of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 2 contracts
Samples: Vuzix Corporation Warrant Agency Agreement (Vuzix Corp), Vuzix Corporation Warrant Agency Agreement (Vuzix Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated certificate of incorporation shall be validly issued, fully paid and non-assessable.
Appears in 2 contracts
Samples: Warrant Agreement (Mercato Partners Acquisition Corp), Warrant Agreement (Mercato Partners Acquisition Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or surrender of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 2 contracts
Samples: Warrant Agreement (Chardan NexTech Acquisition 2 Corp.), Warrant Agreement (Chardan NexTech Acquisition 2 Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated certificate of incorporation of the Company, shall be validly issued, issued as fully paid and non-assessablenonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Phoenix Biotech Acquisition Corp.), Warrant Agreement (Phoenix Biotech Acquisition Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a an OSN Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 2 contracts
Samples: Warrant Purchase Agreement (OSN Streaming LTD), Warrant (Anghami Inc)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant any Warrants in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Lm Funding America, Inc.), Warrant Agreement (Lm Funding America, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.. The Company shall provide an opinion of counsel prior to the issuance of securities hereunder, including, inter alia, the Warrants and the Common Stock. The opinion shall state that all such securities, or the transactions in which they are being offered or issued, as applicable, are:
Appears in 2 contracts
Samples: Form of Warrant Agreement (Marshall Edwards Inc), Warrant Agreement (Mission Community Bancorp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the form of warrant shall be validly issued, fully paid and non-assessable.
Appears in 2 contracts
Samples: Warrant Agreement (AgeX Therapeutics, Inc.), Warrant Agreement (AgeX Therapeutics, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant pursuant to Section 3.3.1 or Section 3.3.2, as applicable, in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 2 contracts
Samples: Warrant Agreement (Millstream Acquisition Corp), Warrant Agreement (Millstream Acquisition Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a any Advisor Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 2 contracts
Samples: Advisor Warrant Agreement (Pershing Square SPARC Holdings, Ltd./De), Advisor Warrant Agreement (Pershing Square SPARC Holdings, Ltd./De)
Valid Issuance. All shares of Parent Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 2 contracts
Samples: Company Warrant Agreement (Co-Diagnostics, Inc.), Company Warrant Agreement (Co-Diagnostics, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a this Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessableassessable and shall have been registered, qualified or deemed to be exempt from registration or qualification under the securities laws of the state of residence of the Registered Holder of this Warrant.
Appears in 1 contract
Valid Issuance. All shares Primary Shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessablenonassessable. All Secondary Shares of Common Stock transferred upon the proper exercise of a Warrant in conformity with this Warrant Agreement have been validly issued and are fully paid and nonassessable.
Appears in 1 contract
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a this Warrant in conformity accordance with this Agreement its terms shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Samples: Limbach Holdings, Inc.
Valid Issuance. All shares Each share of the Common Stock to be issued upon the proper exercise of to a Warrant --------------- Seller pursuant to this Agreement (when issued in conformity accordance with this Agreement shall Agreement) will be duly and validly authorized and issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Stock Sale and Purchase Agreement (AvStar Aviation Group, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablepaid, and, if relevant to the jurisdiction of organization, nonassessable.
Appears in 1 contract
Samples: New Warrant Agreement (Horizon Acquisition Corp II)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or surrender of a Warrant in conformity with this Agreement and the Company’s amended and restated certificate of incorporation, as amended from time to time shall be validly issued, fully paid and non-assessable.
Appears in 1 contract
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Management Unit Purchase Agreement (Information Services Group Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise or surrender of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable and shall be free from preemptive rights and free of any Lien or adverse claim.
Appears in 1 contract
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a an Underwriter Warrant in conformity with this Agreement the terms hereof shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Samples: NeoStem, Inc.
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessableassessable and free from all liens and charges with respect to the issue thereof.
Appears in 1 contract
Samples: Warrant Agreement (Nephros Inc)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable, and free and clear of all liens. All shares of Common Stock delivered upon exercise of the Warrants shall be newly issued shares or shares held in treasury by the Company, and shall not be subject to any preemptive rights and shall rank pari passu in all respects with other existing Common Stock.
Appears in 1 contract
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Note Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Warrant Agreement (Getaround, Inc)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the certificate of incorporation and bylaws of the Company shall be validly issued, issued as fully paid and non-assessable.
Appears in 1 contract
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s second amended and restated certificate of incorporation shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Samples: Warrant Agreement (Revolution Acceleration Acquisition Corp)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid paid, and non-assessable.
Appears in 1 contract
Samples: Warrant Agreement (Kayne Anderson Acquisition Corp)
Valid Issuance. All shares of Common Stock issued upon -------------- the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 1 contract
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a New Warrant in conformity with this Warrant Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Closing Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Subscription Agreement (Broadscale Acquisition Corp.)
Valid Issuance. All shares of Common Stock common stock issued upon the proper exercise conversion of a Warrant Right in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Samples: Common Stock Rights Agreement (Orion Acquisition Corp Ii)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessable.. 3.3.4
Appears in 1 contract
Samples: Warrant Agreement (Sports Entertainment Acquisition Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement these Warrant Terms shall be validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Securities Purchase Agreement (Graf Acquisition Corp. IV)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Special Warrant in conformity with this Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Samples: Special Warrant Agreement (Future Health ESG Corp.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Pre-Funded Warrant in conformity with this Agency Agreement shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Samples: Warrant Agency Agreement (Provectus Biopharmaceuticals, Inc.)
Valid Issuance. All shares of Common Stock issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s Amended and Restated Certificate of Incorporation, and upon registration in the books and records of the Transfer Agent, shall be validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
