Common use of Consideration Shares Clause in Contracts

Consideration Shares. As of the Closing, all of the Consideration Shares shall be duly authorized, validly issued, fully paid and nonassessable, and not issued in violation of any preemptive or similar rights. Upon delivery to the Sellers of the certificates representing the Consideration Shares, the Sellers will acquire good and valid title to such Consideration Shares, free and clear of any Encumbrances, other than restrictions under applicable securities laws.

Appears in 4 contracts

Samples: Agreement and Plan of Merger and Reorganization (Blue Star Foods Corp.), Stock Purchase Agreement (Swissinso Holding Inc.), Stock Exchange Agreement (mBeach Software, Inc.)

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Consideration Shares. As of the Closing, all of the Consideration Shares shall be duly authorized, validly issued, fully paid and nonassessable, and shall not have been issued in violation of any preemptive or similar rights. Upon delivery to the Sellers Seller of the certificates representing the Consideration Shares, the Sellers Seller will acquire good and valid title to such Consideration Shares, free and clear of any Encumbrances, other than restrictions under applicable securities laws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Enterologics, Inc.)

Consideration Shares. As of the Closing, all of the Consideration Shares shall be duly authorized, validly issued, fully paid and nonassessable, and not issued in violation of any preemptive or similar rights. Upon delivery to the Sellers Seller of the certificates certificate representing the Consideration Shares, the Sellers Seller will acquire good and valid title to such Consideration Shares, free and clear of any Encumbrances, other than restrictions under applicable securities laws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Language Arts Corp.)

Consideration Shares. As of the Closing, all of the The Consideration Shares shall be duly authorized, validly issued, fully paid and nonassessable, and not issued in violation of any preemptive or similar rights. Upon delivery to the Sellers Seller of the certificates representing the Consideration Shares, the Sellers Seller will acquire good and valid title to such Consideration Shares, free and clear of any Encumbrancesencumbrances, other than restrictions under applicable securities laws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Buckeye Oil & Gas, Inc.)

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Consideration Shares. As of the At Closing, all of the Consideration Shares shall to be delivered to Seller will be duly authorized, validly issued, fully paid and nonassessablepaid, and not issued in violation of any preemptive or similar rights. Upon delivery to non-assessable and, assuming the Sellers accuracy of the certificates representing the Consideration SharesRepresentations and warranties made by Seller in Section 4.1(ee) of this Agreement, the Sellers will acquire good and valid title be transferred to such Consideration Shares, Seller free and clear of any Encumbrances, all Encumbrances other than restrictions under applicable securities lawsthose imposed by the Securities Act and Applicable Law regarding securities.

Appears in 1 contract

Samples: Stock Purchase Agreement (Find SVP Inc)

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