Common use of Capital Stock of the Company Clause in Contracts

Capital Stock of the Company. The authorized capital stock of the Company is as set forth on Annex II, and all of the issued and outstanding shares of the capital stock of the Company are owned by the Stockholders in the amounts set forth in Annex II. Except as set forth on Schedule 5.3, all of the issued and outstanding shares of the capital stock of the Company have been duly authorized and validly issued, are fully paid and nonassessable, are owned of record and beneficially by the Stockholders and further, such shares were offered, issued, sold and delivered by the Company in compliance with all applicable state and Federal laws concerning the issuance of securities. Further, none of such shares were issued in violation of any preemptive rights of any past or present stockholder.

Appears in 14 contracts

Samples: Agreement and Plan of Organization (Transportation Components Inc), Agreement and Plan of Organization (Transportation Components Inc), Agreement and Plan of Organization (Transportation Components Inc)

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Capital Stock of the Company. The authorized capital stock of the Company COMPANY is as set forth on Annex II, and all in Section 1.4(i). All of the issued and outstanding shares of the capital stock of the Company COMPANY are owned by the Stockholders STOCKHOLDERS in the amounts set forth in Annex IIIV. Except as set forth on Schedule 5.3, all of the issued and outstanding shares of the capital stock of the Company COMPANY have been duly authorized and validly issued, are fully paid and nonassessable, are owned of record and beneficially by the Stockholders STOCKHOLDERS and further, such shares were offered, issued, sold and delivered by the Company COMPANY in compliance with all applicable state and Federal laws concerning the issuance of securities. Further, none of such shares were issued in violation of any the preemptive rights of any past or present stockholder.

Appears in 9 contracts

Samples: Agreement and Plan of Organization (Enfinity Corp), Enfinity Corp, Enfinity Corp

Capital Stock of the Company. The authorized capital stock of the Company is as set forth on Annex II, and all of the issued and outstanding shares of the capital stock of the Company are owned by the Stockholders in the amounts set forth in Annex II. Except as set forth on Schedule 5.3, all All of the issued and outstanding shares of the capital stock of the Company have been duly authorized and validly issued, are fully paid and nonassessable, are owned of record and beneficially by the Stockholders and further, such shares were offered, issued, sold and delivered by the Company in compliance with all applicable state and Federal laws concerning the issuance of securities. Further, none of such shares were issued in violation of any preemptive rights of any past or present stockholder.

Appears in 6 contracts

Samples: Agreement and Plan of Organization (Landcare Usa Inc), Agreement and Plan of Organization (Landcare Usa Inc), Agreement and Plan of Organization (Landcare Usa Inc)

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Capital Stock of the Company. The authorized capital stock of the each Company is as set forth on Annex II, and all of the issued and outstanding shares of the capital stock of the each Company are owned by the Stockholders in the amounts set forth in Annex II. Except as set forth on Schedule 5.3, all of the issued and outstanding shares of the capital stock of the each Company have been duly authorized and validly issued, are fully paid and nonassessable, are owned of record and beneficially by the Stockholders and further, such shares were offered, issued, sold and delivered by the each Company in compliance with all applicable state and Federal laws concerning the issuance of securities. Further, none of such shares were issued in violation of any preemptive rights of any past or present stockholder.

Appears in 6 contracts

Samples: Agreement and Plan of Organization (Transportation Components Inc), Agreement and Plan of Organization (Transportation Components Inc), Agreement and Plan of Organization (Transportation Components Inc)

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