Valid Issuance of Purchased Securities. The Purchased Securities being purchased by each of the Purchasers hereunder will be duly authorized by Contango pursuant to the Contango Charter and the Statement of Resolution prior to the Closing and, when issued and delivered by Contango to such Purchaser against payment therefor in accordance with the terms of this Agreement and the terms of the Purchased Securities, will be validly issued, fully paid and non-assessable and will be free of preemptive rights or any Liens and restrictions on transfer, other than (i) restrictions on transfer under the Statement of Resolution or this Agreement and under applicable state and federal securities laws and (ii) such Liens as are created by such Purchaser or its Affiliates.
Appears in 2 contracts
Sources: Purchase Agreement (Contango Oil & Gas Co), Purchase Agreement