Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1473 contracts
Samples: Securities Purchase Agreement (SinglePoint Inc.), Securities Purchase Agreement (Viking Energy Group, Inc.), Securities Purchase Agreement (Growlife, Inc.)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 143 contracts
Samples: Securities Purchase Agreement (Avalon GloboCare Corp.), Securities Purchase Agreement (Daniels Corporate Advisory Company, Inc.), Securities Purchase Agreement (Avitar Inc /De/)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 107 contracts
Samples: Securities Purchase Agreement (Edgemode, Inc.), Securities Purchase Agreement (Blackstar Enterprise Group, Inc.), Securities Purchase Agreement (Blackstar Enterprise Group, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Note, as the case may be, in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 87 contracts
Samples: Securities Purchase Agreement (Grom Social Enterprises, Inc.), Securities Purchase Agreement (Digital Development Partners, Inc.), Securities Purchase Agreement (Renavotio, Inc.)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Debentures and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 29 contracts
Samples: Securities Purchase Agreement (Sun Network Group Inc), Securities Purchase Agreement (Kanakaris Wireless), Securities Purchase Agreement (Visijet Inc)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Debentures and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 22 contracts
Samples: Securities Purchase Agreement (Clickable Enterprises Inc), Securities Purchase Agreement (Crystal International Travel Group, Inc.), Securities Purchase Agreement (Crystal International Travel Group, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance pursuant to the terms of the Note and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 20 contracts
Samples: Securities Purchase Agreement (Ozop Surgical Corp.), Securities Purchase Agreement (Greenfield Farms Food, Inc.), Securities Purchase Agreement (Greenfield Farms Food, Inc.)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 13 contracts
Samples: Securities Purchase Agreement (Pacificap Entertainment Holdings Inc), Securities Purchase Agreement (Pacificap Entertainment Holdings Inc), Securities Purchase Agreement (Pacificap Entertainment Holdings Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note and the Warrant in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Balincan USA, Inc), Securities Purchase Agreement (Cruzani, Inc.), Securities Purchase Agreement (Quanta Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Note, in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Cachet Financial Solutions, Inc.), Securities Purchase Agreement (Lifelogger Technologies Corp), Securities Purchase Agreement (Axiom Corp.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 8 contracts
Samples: Securities Purchase Agreement (First Corp /Cn/), Securities Purchase Agreement (Worthington Energy, Inc.), Securities Purchase Agreement (First Corp /Cn/)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Debentures and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereofCompany.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Peak Entertainment Holdings Inc), Securities Purchase Agreement (Peak Entertainment Holdings Inc), Security Agreement (Peak Entertainment Holdings Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company Maker and will not impose personal liability upon the holder thereof.
Appears in 7 contracts
Samples: Minivest Agreement (KYN Capital Group, Inc.), Securities Purchase Agreement (SPO Global Inc), Securities Purchase Agreement (ABCO Energy, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 6 contracts
Samples: Securities Purchase Agreement (HealthLynked Corp), Securities Purchase Agreement (HealthLynked Corp), Securities Purchase Agreement (Airborne Wireless Network)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive pre-emptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Black Cactus Global, Inc.), Securities Purchase Agreement (Biolargo, Inc.), Securities Purchase Agreement (Hemp Naturals, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance andissuance, and upon conversion of the Note Notes in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Freeseas Inc.), Securities Purchase Agreement (Freeseas Inc.), Securities Purchase Agreement (Freeseas Inc.)
Issuance of Shares. The Conversion Shares and the Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note or exercise of the Warrant in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Max Sound Corp)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance issuance, and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its respective termsthe terms thereof, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall will not be subject to preemptive rights, rights of first refusal or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Merlin Software Technologies International Inc), Execution Copy Securities Purchase Agreement (Inkine Pharmaceutical Co Inc), Securities Purchase Agreement (Waverider Communications Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Good Hemp, Inc.), Securities Purchase Agreement (NanoFlex Power Corp), Employment Agreement (eLayaway, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion Conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and fully-paid, non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and issuance thereof. The Conversion Shares shall not be subject to preemptive rights or other similar rights of shareholders of the Company Shareholders and will not impose personal liability upon the holder thereofof the Conversion Shares.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note and exercise of the Warrants and payment of the exercise price, in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 3 contracts
Samples: Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp), Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp), Securities Purchase Agreement (Dewmar International BMC, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessablenon‐assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 3 contracts
Samples: Securities Purchase Agreement (American Battery Metals Corp), Securities Purchase Agreement (American Battery Metals Corp), Securities Purchase Agreement (American Battery Metals Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Preferred Stock in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 3 contracts
Samples: Securities Purchase Agreement (BOCO Investments LLC), Securities Purchase Agreement (Across America Real Estate Corp), Securities Purchase Agreement (GDBA Investments LLLP)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note or exercise of the Warrant in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 3 contracts
Samples: Note and Warrant Purchase Agreement (Geospatial Corp), Agreement and Amendment (Geospatial Corp), Security Agreement (Geospatial Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 3 contracts
Samples: Securities Purchase Agreement (HydroPhi Technologies Group, Inc.), Securities Purchase Agreement (HydroPhi Technologies Group, Inc.), Securities Purchase Agreement (HydroPhi Technologies Group, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.. e.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Bare Metal Standard Inc.), Securities Purchase Agreement (McTc Holdings, Inc.), Securities Purchase Agreement (Minerco Resources, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the each Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 3 contracts
Samples: Securities Purchase Agreement (BOQI International Medical, Inc.), Securities Purchase Agreement (BOQI International Medical, Inc.), Securities Purchase Agreement (Airborne Wireless Network)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Debenture in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Sg Blocks, Inc.), Securities Purchase Agreement (Jerrick Media Holdings, Inc.), Securities Purchase Agreement (Jerrick Media Holdings, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-–assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Lithium Exploration Group, Inc.), Securities Purchase Agreement (Lithium Exploration Group, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the New Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive pre-emptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Form of Securities Exchange Agreement (Zenosense, Inc.), Securities Exchange Agreement (Zenosense, Inc.)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Camelot Entertainment Group, Inc.), Securities Purchase Agreement (Camelot Entertainment Group, Inc.)
Issuance of Shares. The Conversion Shares and the Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note or exercise of the Warrant in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.), Securities Purchase Agreement (Veriteq)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-non- assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ep Global Communications Inc), Securities Purchase Agreement (Cross Atlantic Commodities, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Preferred Stock in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (OxySure Systems Inc), Securities Purchase Agreement (OxySure Systems Inc)
Issuance of Shares. The Conversion Shares are duly authorized and authorizedand reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (IRONCLAD ENCRYPTION Corp), Securities Purchase Agreement (Medical Care Technologies Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, when issued and paid for upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (First Harvest Corp.), Securities Purchase Agreement (First Harvest Corp.)
Issuance of Shares. The Conversion Shares are and Warrant Shares will be duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Tradequest International Inc), Securities Purchase Agreement (Tradequest International Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Note Purchase Agreement (Epazz Inc), Securities Purchase Agreement (Guardian 8 Holdings)
Issuance of Shares. The Conversion Shares are duly authorized and shall be reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Realbiz Media Group, Inc), Securities Purchase Agreement (Realbiz Media Group, Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereofthereof other than with respect to taxes on net income or capital gains tax.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Xsovt Brands, Inc.), Securities Purchase Agreement (Xsovt Brands, Inc.)
Issuance of Shares. The Conversion Shares (as defined in the Note) are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof (other than limitations pursuant to applicable laws) and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Clubhouse Media Group, Inc.), Securities Purchase Agreement (Clubhouse Media Group, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note and the Warrant in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Red Cat Holdings, Inc.), Securities Purchase Agreement (Red Cat Holdings, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant, as the case may be, in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Bioxytran, Inc), Securities Purchase Agreement (TPT Global Tech, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, when issued and paid for upon conversion of the Note Note, as the case may be, in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (First Harvest Corp.), Securities Purchase Agreement (First Harvest Corp.)
Issuance of Shares. The Conversion Shares and ------------------ Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Med Gen Inc), Securities Purchase Agreement (Med Gen Inc)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Promissory Note and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereofCompany.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Peak Entertainment Holdings Inc), Securities Purchase Agreement (Peak Entertainment Holdings Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note and the Warrant in accordance with its their respective terms, will be validly issued, fully paid and non-assessablenon‐assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereoft hereof.
Appears in 1 contract
Samples: Securities purchase Agreement (IRONCLAD ENCRYPTION Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Wisdom Homes of America, Inc.)
Issuance of Shares. The Conversion Shares are duly ------------------ authorized and reserved for issuance issuance, and, upon conversion of the Note Notes in accordance with its respective termsthe terms thereof, will be validly issued, fully paid and non-non- assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall will not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Exchange Agreement (Ashton Technology Group Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance as may be required and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (RespireRx Pharmaceuticals Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note and the Warrant in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Subscription Agreement (Chanticleer Holdings, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (TechCare Corp.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for Exhibit 10.2 Securities Purchase Agreement issuance and, upon conversion of the Note in accordance with its respective terms, will be validly v11lidly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon liabilityupon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (GreenChek Technology Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Note, or exercise of the Warrants, in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Lifelogger Technologies Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be he subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (NanoFlex Power Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note or other issuance in accordance with its the respective termsterms of the Note, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.. ·
Appears in 1 contract
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, assessable and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Palomar Enterprises Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of each Note, or exercise of the Note Warrants, in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Greenhouse Solutions, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes in accordance with its their respective terms, will be validly issued, fully paid paid, and non-assessablenonassessable, and free from all taxes, liens, claims claims, and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, . claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.:
Appears in 1 contract
Samples: Securities Purchase Agreement (Camelot Entertainment Group, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessablenon‐assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances (subject to Rule 144) with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Saleen Automotive, Inc.)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Admiralty Holding Co)
Issuance of Shares. The Conversion Shares are shares shall be duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Pura Naturals, Inc.)
Issuance of Shares. The Returnable Shares, Commitment Shares, and Conversion Shares are duly authorized and the Conversion Shares are reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (TWO RIVERS WATER & FARMING Co)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance andissuance, and upon conversion of the Note in accordance with its respective terms, the Conversion Shares will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Medifirst Solutions, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance andarid, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (NanoFlex Power Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Note(s) in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other o ther similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are will be duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Note, or exercise of the Warrants, in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Lifelogger Technologies Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance andauthorizedand, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.)
Issuance of Shares. The Conversion Shares and the Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note or the exercise of the Warrant in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Green Hygienics Holdings Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Note, in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (El Capitan Precious Metals Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon issuance in accordance with the terms of this Agreement (including the issuance of the Conversion Shares upon conversion of the Note in accordance with its respective termsNote), will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereofCompany.
Appears in 1 contract
Samples: Securities Purchase Agreement (Aviation General Inc)
Issuance of Shares. The Conversion Shares, Warrant Shares and the Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Bonanza Oil & Gas, Inc.)
Issuance of Shares. The Subject to the Share Increase, the Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Tauriga Sciences, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Preferred Shares in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are and Warrant Shares will be duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances taxes or Liens with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereofCompany.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal imposepersonal liability upon the holder thereof.
Appears in 1 contract
Samples: Securitiespurchase Agreement (Aim Exploration Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note Debentures in accordance with its respective their terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note and Exercise of the Warrant in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Geospatial Corp)
Issuance of Shares. The Conversion Shares are Stock is duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company Maker and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Innovus Pharmaceuticals, Inc.
Issuance of Shares. The Conversion Shares are duly will be authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, Notes will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances taxes or Liens with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereofCompany.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.. MT Company Initials 6
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances (subject to Rule 144) with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Saleen Automotive, Inc.)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note and/or exercise of the Warrant in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and thereof, shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Note Purchase Agreement (Cannabis Bioscience International Holdings, Inc.)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of each of the Note Notes in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares and Warrant ------------------ Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Epicus Communications Group Inc)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, lienshens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Egpi Firecreek, Inc.)
Issuance of Shares. The Conversion Shares and the Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note or exercise of the Warrant, as the case may be, in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (RespireRx Pharmaceuticals Inc.)
Issuance of Shares. The Conversion Shares and Warrant Shares are duly authorized and reserved for issuance and, upon conversion of the Note Notes and exercise of the Warrants in accordance with its their respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances taxes or Liens with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders stockholders of the Company and will not impose personal liability upon the holder thereofCompany.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability liabilit y upon the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (NanoFlex Power Corp)
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non---assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.
Appears in 1 contract
Issuance of Shares. The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its respective terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon up the holder thereof.
Appears in 1 contract
Samples: Securities Purchase Agreement (Alkame Holdings, Inc.)
