Common use of CLARANT COMMON STOCK Clause in Contracts

CLARANT COMMON STOCK. At the time of issuance thereof, the Clarant Common Stock to be delivered to the Stockholders pursuant to this Agreement will constitute valid and legally issued shares of Clarant, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Article 15 hereof, will be identical in all substantive respects (which do not include the form of certificate upon which it is printed or the presence or absence of a CUSIP number on any such certificate) to the Clarant Common Stock issued and outstanding as of the date hereof. The shares of Clarant Common Stock to be issued to the Stockholders pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Article 17 hereof.

Appears in 4 contracts

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp), Agreement and Plan of Organization (Luminant Worldwide Corp), Agreement and Plan of Organization (Luminant Worldwide Corp)

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CLARANT COMMON STOCK. At the time of issuance thereof, the Clarant Common Stock to be delivered to the Stockholders Members pursuant to this Agreement will constitute valid and legally issued shares of Clarant, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Article 15 hereof, will be identical in all substantive respects (which do not include the form of certificate upon which it is printed or the presence or absence of a CUSIP number on any such certificate) to the Clarant Common Stock issued and outstanding as of the date hereof. The hereof and to the Clarant Common Stock to be issued in the IPO, provided, however, that the shares of Clarant Common Stock to be issued to the Stockholders Members pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Article 17 hereof.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp)

CLARANT COMMON STOCK. At the time of issuance thereof, the Clarant Common Stock to be delivered to the Stockholders Contributor pursuant to to, or contemplated by, this Agreement will constitute duly authorized, valid and legally issued shares of ClarantClarant Common Stock, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Article 15 hereof, will be identical in all substantive respects (which do not include the form of certificate upon which it is printed or the presence or absence of a CUSIP number on any such certificate) to the Clarant Common Stock issued and outstanding as of the date hereof. The shares of Clarant Common Stock to be issued to the Stockholders Contributor pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Article 17 hereof.

Appears in 1 contract

Samples: Contribution Agreement (Luminant Worldwide Corp)

CLARANT COMMON STOCK. At the time of issuance thereof, the Clarant Common Stock to be delivered to the Stockholders Members pursuant to this Agreement will constitute valid and legally issued shares of Clarant, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Article 15 hereof, will be identical in all substantive respects (which do not include the form of certificate upon which it is printed or the presence or absence of a CUSIP number on any such certificate) to the Clarant Common Stock issued and outstanding as of the date hereof. The shares of Clarant Common Stock to be issued to the Stockholders Members pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Article 17 hereof.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp)

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CLARANT COMMON STOCK. At the time of issuance thereof, the Clarant Common Stock to be delivered to the Stockholders pursuant to this Agreement will constitute valid and legally issued shares of Clarant, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Article 15 hereof, will be identical in all substantive respects (which do not include the form of certificate upon which it is printed or the presence or absence of a CUSIP number on any such certificate) to the Clarant Common Stock issued and outstanding as of the date hereof. The shares of Clarant Common Stock to be issued to the Accredited Stockholders pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Article 17 hereof.

Appears in 1 contract

Samples: Agreement and Plan of Organization (Luminant Worldwide Corp)

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