Authorization of the Placement Shares Clause Samples

The 'Authorization of the Placement Shares' clause establishes that the company has obtained all necessary approvals to issue and sell the shares being offered in the placement. This typically means that the board of directors has authorized the issuance, and any required corporate or regulatory consents have been secured. By ensuring that the shares are properly authorized, this clause provides assurance to investors that the shares are validly issued and helps prevent future disputes regarding the legitimacy of the offering.
Authorization of the Placement Shares. The Placement Shares, when issued and paid for as contemplated herein, will be validly issued, fully paid and nonassessable, will be issued in compliance with all applicable securities laws, and will be free of preemptive, registration or similar rights, and will conform to the description of the Common Stock contained in the Registration Statement and the Prospectus.
Authorization of the Placement Shares. The Placement Shares have been 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 validly issued, fully paid and nonassessable, and the issuance and sale of the Placement Shares is not subject to any preemptive rights, rights of first refusal or other similar rights to subscribe for or purchase the Placement Shares.
Authorization of the Placement Shares. The Placement Shares to be sold by the Sales Agent, acting as agent and/or principal for the Company, have been duly authorized and when issued and paid for as contemplated herein will be validly issued, fully paid and non-assessable. The issuance of the Placement Shares is not subject to the preemptive or other similar rights of any stockholder of the Company.
Authorization of the Placement Shares. The Placement Shares to be sold by Cowen, acting as agent and/or principal for the Company, have been duly authorized for issuance and sale pursuant to this Agreement and, when issued and delivered by the Company to Cowen pursuant to this Agreement, will be duly authorized, validly issued, fully paid and nonassessable.
Authorization of the Placement 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 non-assessable, free and clear of any pledge, lien, encumbrance, security interest or other claim, and the issuance and sale of the Placement Shares by the Company is not subject to preemptive or other similar rights, in each case arising by operation of law, under the organizational documents of the Company or under any agreement to which the Company or any subsidiary is a party.
Authorization of the Placement Shares. The outstanding shares of Common Stock of the Company have been duly authorized and validly issued and are fully paid and non-assessable; the Placement Shares to be issued and sold by the Company have been duly authorized and when issued and paid for as contemplated herein will be validly issued, fully paid and non-assessable.
Authorization of the Placement Shares. The Placement Shares, when issued and paid for in accordance with this Agreement, will be validly issued, fully paid and nonassessable, will be issued in compliance with federal and state securities laws, and any applicable Cayman Islands laws, and will be free of preemptive, registration or similar rights, and will conform to the description of the Ordinary Shares contained in the Registration Statement and the Prospectus.
Authorization of the Placement Shares. The Placement Shares, when issued and paid for in accordance with this Agreement, will be validly issued, fully paid and nonassessable, will be issued in compliance with federal and state securities laws, and any applicable Israeli laws, and will be free of preemptive, registration or similar rights, and will conform to the description of the Ordinary Shares contained in the Registration Statement and the Prospectus.
Authorization of the Placement Shares. The Placement Shares have been 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 and validly issued, fully paid and nonassessable, free and clear of any pledge, lien, encumbrance, security interest or other claim, including any statutory or contractual preemptive rights, resale rights, rights of first refusal or other similar rights, and will be registered pursuant to Section 12 of the Exchange Act. The Placement Shares, when issued, will conform in all material respects to the description thereof set forth in or incorporated into the Registration Statement and the Prospectus.
Authorization of the Placement Shares. On or prior to each time the Company delivers a Placement Notice to Cowen, the board of directors of the Company or a duly authorized committee thereof shall have approved the terms of the applicable Placement or delegated to the Company the authority to approve the terms of the applicable Placement. The Placement Shares to be sold by Cowen, when issued and delivered pursuant to this Agreement (including the terms set forth in the applicable Placement Notice) against payment therefor as provided herein, will be duly authorized, validly issued, fully paid and nonassessable and will not be subject to any preemptive rights, rights of first refusal or other similar rights of the Company or granted by the Company to subscribe for or purchase the Placement Shares, except for such rights as are described in the Registration Statement and the Prospectus or have been waived.