Common use of Authorization and Validity of this Agreement Clause in Contracts

Authorization and Validity of this Agreement. The recording of the transfer of the Shares and the delivery of new certificates representing the Shares registered in the name of Acquiror Company are within the Company’s corporate powers, have been duly authorized by all necessary corporate action, do not require from the Board or Shareholders of the Company any consent or approval that has not been validly and lawfully obtained, require no authorization, consent, approval, license, exemption of or filing or registration with any court or governmental department, commission, board, bureau, agency or instrumentality of government that has not been validly and lawfully obtained, filed or registered, as the case may be, except for those that, if not obtained or made would not have a Material Adverse Effect and with the exception that the Acquiror Company must have the share transfers stamped with the NSW revenue authorities, with the stamp duty payable on such transfers is estimated to be AU$14,000.

Appears in 2 contracts

Samples: Share Exchange Agreement (Advanced Medical Institute Inc.), Share Exchange Agreement (Advanced Medical Institute Inc.)

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Authorization and Validity of this Agreement. The recording of the transfer of the Shares and the delivery of new certificates representing the Shares registered in the name of Acquiror Company are within the Company’s 's corporate powers, have been duly authorized by all necessary corporate action, do not require from the Board or Shareholders of the Company any consent or approval that has not been validly and lawfully obtained, require no authorization, consent, approval, license, exemption of or filing or registration with any court or governmental department, commission, board, bureau, agency or instrumentality of government that has not been validly and lawfully obtained, filed or registered, as the case may be, except for those that, if not obtained or made would not have a Material Adverse Effect and with the exception that the Acquiror Company must have the share transfers stamped with the NSW revenue authorities, with the stamp duty payable on such transfers is estimated to be AU$14,000.

Appears in 1 contract

Samples: Share Exchange Agreement (Advanced Medical Institute Inc.)

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Authorization and Validity of this Agreement. The recording of the transfer of the Shares and the delivery of new certificates representing the Shares registered in the name of Acquiror Company are within the Company’s corporate powers, have been duly authorized by all necessary corporate action, do not require from the Board or the Trustee or Shareholders of the Company any consent or approval that has not been validly and lawfully obtained, require no authorization, consent, approval, license, exemption of or filing or registration with any court or governmental department, commission, board, bureau, agency or instrumentality of government that has not been validly and lawfully obtained, filed or registered, as the case may be, except for those that, if not obtained or made would not have a Material Adverse Effect and with the exception that the Acquiror Company must have the share transfers stamped with the NSW New South Wales revenue authorities, with the stamp duty payable on such transfers is estimated to be AU$14,000AU$51,200.

Appears in 1 contract

Samples: Share Exchange Agreement (Yarraman Winery, Inc.)

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