Common use of Valid Issuance Clause in Contracts

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.

Appears in 21 contracts

Samples: Warrant Agreement (New Vista Acquisition Corp), Warrant Agreement (EVe Mobility Acquisition Corp), Warrant Agreement (EVe Mobility Acquisition Corp)

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Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, fully paid and nonassessable.

Appears in 18 contracts

Samples: Warrant Agreement (Frontier Acquisition Corp.), Warrant Agreement (7 Acquisition Corp), Warrant Agreement (7 Acquisition Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.

Appears in 16 contracts

Samples: Warrant Agreement (Global Technology Acquisition Corp. I), Warrant Agreement (Cain Acquisition Corp), Warrant Agreement (Supernova Partners Acquisition Co II, Ltd.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated memorandum and articles of association of the Companyassociation, and upon registration in the Register of Members of the Company, as amended from time to time shall be validly issued, fully paid and nonassessable.

Appears in 14 contracts

Samples: Warrant Agreement (Silver Crest Acquisition Corp), Warrant Agreement (TH International LTD), Warrant Agreement (Summit Healthcare Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association of the CompanyAssociation, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 10 contracts

Samples: Public Warrant Agreement (Waverley Capital Acquisition Corp. 1), Public Warrant Agreement (Andretti Acquisition Corp.), Public Warrant Agreement (Andretti Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 7 contracts

Samples: Warrant Agreement (Noble Rock Acquisition Corp), Warrant Agreement (Colonnade Acquisition Corp. II), Warrant Agreement (Noble Rock Acquisition Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, issued as fully paid and nonassessablenon-assessable.

Appears in 7 contracts

Samples: Warrant Agreement (Tristar Acquisition I Corp.), Warrant Agreement (Tristar Acquisition I Corp.), Warrant Agreement (Far Peak Acquisition Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s Amended and Restated Memorandum and Articles of Association, as amended and restated memorandum and articles of association of from time to time, (the Company, and upon registration in the Register of Members of the Company, “Articles”) shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 7 contracts

Samples: Warrant Agreement (Endurance Acquisition Corp.), Warrant Agreement (Pegasus Digital Mobility Acquisition Corp.), Warrant Agreement (Endurance Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association of the CompanyAssociation, and upon registration in the Register register of Members members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 6 contracts

Samples: Private Warrant Agreement (Igniting Consumer Growth Acquisition Co LTD), Private Warrant Agreement (Igniting Consumer Growth Acquisition Co LTD), Public Warrant Agreement (Igniting Consumer Growth Acquisition Co LTD)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, issued as fully paid and nonassessablenon-assessable.

Appears in 6 contracts

Samples: Warrant Agreement (Fellazo Inc.), Warrant Agreement (Fellazo Inc.), Warrant Agreement (Act II Global Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.

Appears in 6 contracts

Samples: Warrant Agreement (Thrive Acquisition Corp), Warrant Agreement (Thrive Acquisition Corp), Warrant Agreement (Lead Edge Growth Opportunities, LTD)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 5 contracts

Samples: Warrant Agreement (Crescent Cove Acquisition Corp.), Warrant Agreement (ECARX Holdings Inc.), Warrant Agreement (COVA Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated memorandum and articles of association of the Companyassociation, and upon registration in the Register of Members of the Company, as amended from time to time shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 5 contracts

Samples: Assignment and Assumption Agreement (Gogoro Inc.), Assignment and Assumption Agreement (Poema Global Holdings Corp.), Assignment and Assumption Agreement (Poema Global Holdings Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise or surrender of a Warrant in conformity with this Warrant Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 4 contracts

Samples: Warrant Agreement (Galileo Acquisition Corp.), Warrant Agreement (Galileo Acquisition Corp.), Warrant Agreement (Americas Technology Acquisition Corp.)

Valid Issuance. All Ordinary Shares ordinary shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, issued as fully paid and nonassessablenon-assessable.

Appears in 4 contracts

Samples: Warrant Agreement (Distoken Acquisition Corp), Warrant Agreement (AI Transportation Acquisition Corp), Warrant Agreement (Distoken Acquisition Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in the Register Company’s register of Members of the Companymembers, shall be validly issued, fully paid and nonassessable.

Appears in 4 contracts

Samples: Warrant Agreement (Poema Global Holdings Corp.), Warrant Agreement (POEMA Global Holdings Corp.), Warrant Agreement (POEMA Global Holdings Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Memorandum and restated memorandum and articles Articles of association of the Company, and upon registration in the Register of Members of the Company, Association shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 3 contracts

Samples: Public Warrant Agreement (Bleuacacia LTD), Public Warrant Agreement (Bleuacacia LTD), Public Warrant Agreement (DP Cap Acquisition Corp I)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement Agreement, and the Company’s amended and restated memorandum and articles of association of the Companyassociation, and upon registration in the Register of Members of the Companyas amended from time to time, shall be validly issued, fully paid and nonassessable.

Appears in 3 contracts

Samples: Warrant Agreement (Learn CW Investment Corp), Warrant Agreement (Learn CW Investment Corp), Warrant Agreement (Learn CW Investment Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, and shall be validly issued, fully paid and nonassessable.

Appears in 3 contracts

Samples: Warrant Agreement (Israel Acquisitions Corp), Warrant Agreement (Israel Acquisitions Corp), Warrant Agreement (Israel Acquisitions Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 3 contracts

Samples: Warrant Agreement (ClimateRock), Warrant Agreement (ClimateRock), Warrant Agreement (ClimateRock)

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Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles of association Articles of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 2 contracts

Samples: Warrant Agreement (Switchback II Corp), Warrant Agreement (Switchback II Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association of the CompanyAssociation, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Warrant Agreement (Independence Holdings Corp.), Warrant Agreement (Independence Holdings Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement Agreement, and the Company’s amended and restated memorandum and articles of association of the Companyassociation, and upon registration in the Register of Members of the Company, as amended from time to time shall be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Blue Ocean Acquisition Corp), Warrant Agreement (Blue Ocean Acquisition Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association of the Company, and upon registration in the Register of Members of the Company, Association shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 2 contracts

Samples: Letter Agreement (Bleuacacia LTD), Private Warrant Agreement (Bleuacacia LTD)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated memorandum and articles of association of the Companyassociation, and upon registration in the Register of Members of the Company, Company shall be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Warrant Agreement (Ares Acquisition Corp), Warrant Agreement (Ares Acquisition Corp)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in following the necessary updates to the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Warrant Agreement (Union Acquisition Corp. II), Warrant Agreement (Union Acquisition Corp. II)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Second Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Warrant Agreement (Arctos Northstar Acquisition Corp.), Warrant Agreement (Arctos Northstar Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended Memorandum and restated memorandum and articles Articles of association of the CompanyAssociation, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessable.

Appears in 2 contracts

Samples: Warrant Agreement (AfterNext HealthTech Acquisition Corp.), Warrant Agreement (AfterNext HealthTech Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the Company’s amended and restated memorandum and articles of association of the Companyassociation, and upon registration in the Register register of Members members of the Company, Company shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 2 contracts

Samples: Warrant Agreement (Ares Acquisition Corp II), Warrant Agreement (Ares Acquisition Corp II)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable on the entry of the name of the registered owner thereof in the Register of Members of the Company confirming that such Ordinary Shares have been issued credited as fully paid.

Appears in 1 contract

Samples: Warrant Agreement (Sentinel Energy Services Inc.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association the Company (it being noted that issuance shall occur at the time of the Company, and upon registration in the Register Company’s register of Members of the Company, members) shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 1 contract

Samples: Warrant Agreement (RCF Acquisition Corp.)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and the amended and restated memorandum and articles of association of the Company, and upon registration in the Register of Members of the Company, shall be validly issued, fully paid and nonassessablenon-assessable.

Appears in 1 contract

Samples: Form of Private Warrant Agreement (DP Cap Acquisition Corp I)

Valid Issuance. All Ordinary Shares issued upon the proper exercise of a Warrant in conformity with this Agreement and in accordance with the amended Amended and restated memorandum Restated Memorandum and articles Articles of association Association of the Company, and upon registration in the Register of Members of the Company, Company shall be validly issued, issued as fully paid and nonassessablenon-assessable.

Appears in 1 contract

Samples: Warrant Agreement (Prime Impact Acquisition I)

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