Common use of Valid Issuance of Shares Clause in Contracts

Valid Issuance of Shares. The Shares have been duly authorized and, when issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in the register of members of the Company, will be validly issued, fully paid and non-assessable, and as of the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).

Valid Issuance of Shares. The Shares Securities have been duly and validly authorized and, when issued and delivered paid for pursuant to this Agreement (or, in the case of the Underlying Shares and Warrant Shares, when issued upon conversion of the related Preferred Shares in accordance with the terms Certificate of this Agreement and when appropriate entries are made Designation or upon exercise of a Warrant in accordance its terms), the register of members of the Company, Securities will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date all Encumbrances, and will conform not be subject to the description preemptive rights or other similar rights of stockholders of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).

Valid Issuance of Shares. The Shares have been duly and validly authorized and, when issued and delivered in accordance with paid for pursuant to this Agreement, the terms of this Agreement and when appropriate entries are made in the register of members of the Company, Shares will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date all Liens, and will conform not be subject to the description preemptive rights or other similar rights of stockholders of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).

Valid Issuance of Shares. The Shares have been duly authorized and validly authorized, and, when issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in the register of members of the Companyupon issuance will be, will be validly issued, fully paid and non-assessablepaid, and as nonassessable. The Shares, upon issuance, are, or will be, free and clear of the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)any security interests, liens, claims, restrictions, adverse claims, or other encumbrances, other than restrictions upon transfer under federal and state securities laws.

Valid Issuance of Shares. The Shares have been duly authorized and, when issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in the register of members of the CompanyAgreement, will be validly issued, fully paid and non-assessable, will have been issued in compliance with all applicable federal and as state securities laws, and will be free from all taxes, liens, claims and encumbrances. The issuance of the Closing Date Shares will conform not be subject to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)any preemptive or similar rights.

Valid Issuance of Shares. The Shares have been duly and validly authorized andand when issued, when issued sold and delivered in accordance with the terms of this Agreement and when appropriate entries are made in hereof for the register of members of the Companyconsideration expressed herein, will be validly issued, fully paid and non-assessable, and as nonassessable shares of the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)Parent Stock.

Valid Issuance of Shares. The Shares have been duly authorized andby the Company, and when the Shares are issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in the register of members against payment of the Companyconsideration set forth herein, the Shares will be validly issuedissued and outstanding, fully paid and non-assessable, not subject to any preemptive or other similar rights, except as specified in the Investor Rights Agreement, and as will entitle the holders of the Closing Date will conform Shares to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)rights and benefits provided therein.

Valid Issuance of Shares. The Shares have been duly and validly authorized and, when issued and delivered in accordance with the terms of paid for pursuant to this Agreement and when appropriate entries are made in the register of members of License Agreement, the Company, Shares will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date all encumbrances, and will conform not be subject to the description preemptive rights or other similar rights of stockholders of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).

Valid Issuance of Shares. The Shares have been are duly authorized and, when issued issued, sold and delivered in accordance with the terms of this Agreement and when appropriate entries are made in the register of members upon receipt of the Companyconsideration expressed in this Agreement, the Shares will be validly issued, fully paid and paid, non-assessable, assessable and as free and clear of all liens imposed by the Closing Date will conform Company other than restrictions imposed or created under this Agreement or by applicable federal securities law. The Company has reserved from its duly authorized capital stock the number of Shares to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting be issued under this Agreement).

Valid Issuance of Shares. The Shares have been duly authorized and, when issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in the register of members Upon payment of the CompanyPurchase Price and issuance of the Shares, the Shares will be duly authorized, validly issued, fully paid and paid, non-assessable, assessable and as free of the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)preemptive rights.

Valid Issuance of Shares. The Shares have been duly authorized and, when issued and delivered in accordance with the terms of paid for pursuant to this Agreement and when appropriate entries are made in the register of members of the CompanyAgreement, will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)all Encumbrances.

Valid Issuance of Shares. The Shares have been duly and validly authorized and, when issued and delivered in accordance with paid for pursuant to this Agreement, the terms of this Agreement and when appropriate entries are made in the register of members of the Company, Shares will be validly issued, fully paid and non-assessable, and as the Shares shall be free and clear of all Encumbrances. Each share of Preferred Stock shall have the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained rights, preferences, privileges and restrictions set forth in the Prospectus (as defined in the Underwriting Agreement)Certificate of Designations.

Valid Issuance of Shares. The Shares have been duly authorized andby the Company, and when the Shares are issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in with the register Series B Certificate of members of Designations, the Company, Shares will be validly issuedissued and outstanding, fully paid and non-assessable, not subject to any preemptive or other similar rights, except as specified in the Investor Rights Agreement, and as will entitle the holders of the Closing Date will conform Shares to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)rights and benefits provided therein.

Valid Issuance of Shares. The Shares have been duly authorized and, when issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in the register of members Upon issuance of the CompanyShares to the Purchasers, the Shares will be duly and validly issued, fully paid and non-assessable, and as free of the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)any pre-emptive or similar rights.

Valid Issuance of Shares. The Shares have been duly authorized and, when issued and delivered in accordance with paid for pursuant to this Agreement, the terms of this Agreement and when appropriate entries are made in the register of members of the Company, Shares will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date all Liens, and will conform not be subject to the description preemptive rights or other similar rights of stockholders of the Company’s Class A Ordinary . The Conversion Shares contained will be duly and validly reserved and, if and when issued in compliance with the Prospectus (as defined in provisions of this Agreement, the Underwriting Agreement)Articles Supplementary, and applicable laws, will be validly issued, fully paid, and non-assessable.

Valid Issuance of Shares. The Shares have been duly and validly authorized and, when issued and delivered paid for pursuant to this Agreement (or, in the case of the Underlying Shares, when issued upon conversion of the related Preferred Shares in accordance with the terms Certificate of this Agreement and when appropriate entries are made in Designation), the register of members of the Company, Shares will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date all Encumbrances, and will conform not be subject to the description preemptive rights or other similar rights of stockholders of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).

Valid Issuance of Shares. The Shares have been duly authorized and, when issued issued, delivered and delivered in accordance with the terms of this Agreement and when appropriate entries are made paid for in the register of members of the Companymanner set forth in this Agreement, will be validly issued, fully paid and non-assessable, and as of the Closing Date will conform to the description of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement)nonassessable.

Valid Issuance of Shares. The Shares have been duly authorized for issuance by all necessary corporate action and, when issued and delivered in accordance with the terms of this Agreement and when appropriate entries are made in hereof, the register of members of the Company, Shares will be validly issued, fully paid and non-assessable, nonassessable; and as the Shares are not being issued in violation of the Closing Date will conform to the description any preemptive or other similar rights of any securityholder of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).

Valid Issuance of Shares. The Shares have been duly and validly authorized and, when the Shares are issued and delivered in accordance with paid for pursuant to this Agreement, the terms of this Agreement and when appropriate entries are made in the register of members of the Company, Shares will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date all Encumbrances, and will conform not be subject to the description preemptive rights or other similar rights of stockholders of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).

Valid Issuance of Shares. The Shares have been duly and validly authorized and, and when issued and delivered paid for in accordance with the terms of this Agreement and when appropriate entries are made in the register of members of the CompanyAgreement, will be duly and validly issued, fully paid and non-assessableassessable free and clear of all liens and restrictions other than restrictions imposed or created under this Agreement, and as by applicable law, or by the Purchaser. Assuming the accuracy of the Closing Date will conform to the description representations and warranties of the Company’s Class A Ordinary Shares contained Purchaser in the Prospectus (as defined this Agreement, will be issued in the Underwriting Agreement)compliance with all applicable federal and state securities laws.

Valid Issuance of Shares. The Shares have been duly and validly authorized and, when issued and delivered in accordance with paid for pursuant to this Agreement, the terms of this Agreement and when appropriate entries are made in the register of members of the Company, Shares will be validly issued, fully paid and non-assessable, and as shall be free and clear of the Closing Date all Encumbrances, and will conform not be subject to the description preemptive rights or other similar rights of stockholders of the Company’s Class A Ordinary Shares contained in the Prospectus (as defined in the Underwriting Agreement).