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 Schedule 1.4(i). All of the issued and outstanding shares of the capital stock of the COMPANY are owned by the STOCKHOLDERS and in the amounts set forth in Annex I and further, except as set forth on Schedule 5.3, are owned free and clear of all Liens. 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. None of such shares were issued in violation of the pre-emptive rights of any past or present stockholder of the COMPANY.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Vestcom International Inc), Agreement and Plan of Reorganization (Vestcom International Inc), Agreement and Plan of Reorganization (Vestcom International Inc)

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Capital Stock of the Company. The authorized capital stock of the COMPANY Company is as set forth on Schedule 1.4(i)4.3. All of the issued and outstanding shares of the capital stock of the COMPANY Company are owned by the STOCKHOLDERS and Stockholders in the amounts set forth in Annex I Schedule 4.3 and further, except as set forth on Schedule 5.34.3, are owned free and clear of all Liensliens, security interests, pledges, charges, voting trusts, restrictions, encumbrances and claims of every kind. 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. None Further, none of such shares were issued in violation of the pre-emptive preemptive rights of any past or present stockholder equity holder of the COMPANYCompany.

Appears in 3 contracts

Samples: Agreement and Plan of Organization (Quanta Services Inc), Agreement and Plan of Organization (Quanta Services Inc), Agreement and Plan of Organization (Quanta Services Inc)

Capital Stock of the Company. The authorized capital stock of the COMPANY is as set forth on Schedule 1.4(i)5.3. All The Shares, which are all of the issued and outstanding shares of the capital stock of the COMPANY COMPANY, are owned by the STOCKHOLDERS and in the amounts set forth in Annex I IV and further, except as set forth on Schedule 5.3, are owned free and clear of all Liensliens, security interests, pledges, charges, voting trusts, restrictions, encumbrances and claims of every kind. 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. None Further, none of such shares were issued in violation of the pre-emptive preemptive rights of any past or present stockholder of the COMPANYstockholder.

Appears in 2 contracts

Samples: Agreement and Plan of Organization (Travel Services International Inc), Agreement and Plan of Organization (Travel Services International Inc)

Capital Stock of the Company. The authorized capital stock of the COMPANY is as set forth on Schedule 1.4(i). All of the issued and outstanding shares of the capital stock of the COMPANY are owned by the STOCKHOLDERS and in the amounts set forth in Annex I and further, except as set forth on Schedule 5.3, are owned free and clear of all Liens. 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. None of such shares were issued in violation of the pre-emptive rights of any past or present stockholder of the COMPANY.concerning

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vestcom International Inc)

Capital Stock of the Company. The authorized capital stock of the COMPANY Company is as set forth on Schedule 1.4(i)4.3. All of the issued and outstanding shares of the capital stock of the COMPANY Company are owned by the STOCKHOLDERS and Stockholder in the amounts set forth in Annex I Schedule 4.3 and further, except as set forth on Schedule 5.34.3, are owned free and clear of all Liensliens, security interests, pledges, charges, voting trusts, restrictions, encumbrances and claims of every kind. 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 Stockholder 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. None Further, none of such shares were issued in violation of the pre-emptive preemptive rights of any past or present stockholder equity holder of the COMPANYCompany.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Quanta Services Inc)

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Capital Stock of the Company. The authorized capital stock of the COMPANY Company is as set forth on Schedule 1.4(iin Section 2.4(i). All of the issued and outstanding shares of the capital stock of the COMPANY Company are owned by the STOCKHOLDERS and Shareholders in the amounts set forth in Annex I and furtheron Schedule 5.3 and, except as set forth on Schedule 5.3, such shares are owned free and clear of all Liensliens, security interests, pledges, charges, voting trusts, restrictions, encumbrances and claims of every kind. There are no other Shareholders of the Company 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 Shareholders, 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 securitiesFederal securities and other laws. None of such No shares were issued in violation of the pre-emptive preemptive rights of any past or present stockholder of the COMPANYshareholder.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Acsys Inc)

Capital Stock of the Company. The Th authorized capital stock of the COMPANY is as set forth on Schedule 1.4(i). All of the issued and outstanding shares of the capital stock of the COMPANY are owned by the STOCKHOLDERS and in the amounts set forth in Annex I and further, except as set forth on Schedule 5.3, are owned free and clear of all Liens. 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. None of such shares were issued in violation of the pre-emptive rights of any past or present stockholder of the COMPANY.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vestcom International Inc)

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