Authorization of the Common Shares Clause Samples
The "Authorization of the Common Shares" clause establishes that the company has the legal authority to issue the specified number of common shares referenced in the agreement. This clause typically confirms that the shares have been duly authorized by the company's board of directors and, if required, by its shareholders, and that all necessary corporate actions have been taken to permit their issuance. By including this provision, the agreement ensures that the shares being offered or sold are validly authorized, thereby protecting investors from the risk of receiving unauthorized or invalid securities.
Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable.
Authorization of the Common Shares. The Placement Shares, when issued and delivered, will be duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company against payment therefor pursuant to this Agreement, will be duly authorized, validly issued, fully paid and nonassessable.
Authorization of the Common Shares. The issuance of the Common Shares has been duly authorized and, upon issuance in accordance with the terms of the Transaction Documents, the Common Shares shall be validly issued, fully paid and non-assessable and free from all preemptive or similar rights, mortgages, defects, claims, liens, pledges, charges, taxes, rights of first refusal, encumbrances, security interests and other encumbrances with respect to the issuance thereof.
Authorization of the Common Shares. 4 No Applicable Registration or Other Similar Rights.........................................4
Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement, will be validly issued, fully paid and nonassessable. The Common Stock conforms to all statements relating thereto contained in the Prospectus and such description conforms in all material respects to the rights set forth in the instruments defining the same; no holder of the Common Shares will be subject to personal liability by reason of being such a holder; and the issuance of the Common Shares is not subject to any preemptive rights, rights of first refusal or other similar rights which have not been effectively waived to subscribe for or purchase securities of the Company.
Authorization of the Common Shares. The Common Shares to be purchased ---------------------------------- by the Initial Purchasers from Newco have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by Newco pursuant to this Agreement, will be validly issued, fully paid and nonassessable.
Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to and in accordance with the terms of this Agreement, will be validly issued, fully paid and nonassessable, free and clear of any pledge, lien, encumbrance, security interest or other claim, and the issuance and sale of the Common Shares by the Company is not subject to preemptive or other similar rights arising by operation of law, under the organizational documents of the Company or under any agreement to which the Company or any of its subsidiaries is a party or otherwise.
Authorization of the Common Shares. The Common Shares to be purchased by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company and paid for by the Underwriters pursuant to this Agreement, will be validly issued, fully paid and nonassessable and the issuance thereof will not violate or be subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Company. The Common Shares to be purchased by the Underwriters from the Selling Stockholders were validly issued and fully paid and are nonassessable.
Authorization of the Common Shares. The Common Shares to be purchased ---------------------------------- by the Underwriters from the Company have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company pursuant to this Agreement against payment of the consideration set forth herein, will be validly issued, fully paid and nonassessable. The Common Stock conforms to all statements relating thereto contained in the Prospectus and such description conforms in all material respects to the rights set forth in the instruments defining the same; no holder of the Common Shares will be subject to personal liability by reason of being such a holder; and the issuance of the Common Shares is not subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase securities of the Company.
Authorization of the Common Shares. Upon issuance and delivery of the Warrants in accordance with this Agreement, the Warrants will be exercisable at the option of the holders thereof for Common Shares in accordance with the Terms and Conditions of the Warrants; the Issuer has available, free from preemptive rights and a third party interest (however arising), out of its authorized but unissued Common Shares, such number of Common Shares as would be required to be issued upon exercise of the Warrants.