Parent Common Stock. The shares of Parent Common Stock issued in the Merger pursuant to Article II of this Agreement shall at the Effective Time be duly authorized, validly issued, fully paid, and nonassessable and in compliance with the listing rules and regulations of the American Stock Exchange.
Appears in 4 contracts
Sources: Merger Agreement (Boonton Electronics Corp), Merger Agreement (Boonton Electronics Corp), Merger Agreement (Wireless Telecom Group Inc)
Parent Common Stock. The shares of Parent Common Stock Stock, when issued ------------------- in the Merger pursuant to Article II of in compliance with this Agreement shall at the Effective Time Agreement, will be duly authorized, validly issued, fully paid, paid and nonassessable and nonassessable. Such shares will be issued in compliance with the listing rules applicable state and regulations of the American Stock Exchangefederal securities laws.
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc), Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc), Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc)
Parent Common Stock. The shares of Parent Common Stock to be issued in the Merger pursuant to Article II of the Merger, when issued and delivered in accordance with this Agreement shall at the Effective Time Agreement, will be duly authorized, validly issued, fully paid, and nonassessable and in compliance with the listing rules and regulations of the American Stock Exchangenon-assessable.
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Red Hat Inc), Agreement and Plan of Reorganization (Appliedtheory Corp), Agreement and Plan of Reorganization (Concord Communications Inc)
Parent Common Stock. The shares of Parent Common Stock to be allotted and issued in pursuant to the Merger pursuant to Article II of this Agreement shall at the Effective Time will be duly authorized, and when the share certificates in respect of such Parent Common Stock are issued in accordance with the terms hereof, will be validly issued, issued and fully paid, and nonassessable and in compliance with the listing rules and regulations of the American Stock Exchange.
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Silicon Image Inc), Agreement and Plan of Reorganization (Silicon Image Inc)
Parent Common Stock. The shares of Parent Common Stock to be issued in the Merger pursuant to Article II of the Merger, when issued and delivered in accordance with this Agreement shall at the Effective Time Agreement, will be duly authorized, validly issued, fully paid, and nonassessable non-assessable; PROVIDED, HOWEVER, that the Parent Common Stock to be issued hereunder will be subject to restrictions on transfer under applicable federal and in compliance with the listing rules and regulations of the American Stock Exchangestate securities laws.
Appears in 1 contract
Parent Common Stock. The shares of Parent Common Stock issued in that constitutes the ------------------- Merger pursuant to Article II of this Agreement shall at the Effective Time be Shares has been duly authorized, and upon consummation of the transactions contemplated by this Agreement, will be validly issued, fully paid, paid and nonassessable and will be issued in compliance with the listing rules federal and regulations of the American Stock Exchangestate securities laws.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Lantronix Inc)
Parent Common Stock. The shares of Parent Common Stock Stock, when issued in the Merger pursuant to Article II of in compliance with this Agreement shall at the Effective Time Agreement, will be duly authorized, (i) validly issued, fully paidpaid and nonassessable, and nonassessable and (ii) issued in compliance with the listing rules applicable state and regulations federal securities laws and (iii) shall constitute an exempt security under Section 3(a)10 of the American Stock ExchangeSecurities Act of 1933.
Appears in 1 contract
Sources: Merger Agreement (Ednet Inc)
Parent Common Stock. The Any shares of Parent Common Stock issued in the Merger pursuant to Article II of this Agreement shall at the Effective Time Date be duly authorized, validly issued, fully paid, and nonassessable and in compliance with the listing rules and regulations of the American Stock ExchangeNASDAQ.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Chem International Inc)
Parent Common Stock. The All shares of Parent Common Stock common stock issued in the Merger pursuant to Article II I of this Agreement shall at the Effective Time Date be duly authorized, validly issued, fully paid, paid and nonassessable and in compliance with the listing rules and regulations of the American Stock Exchangenon-assessable.
Appears in 1 contract
Sources: Merger Agreement (Integrated Health Technologies Inc)
Parent Common Stock. The shares of Parent Common Stock Stock, when issued in the Merger pursuant to Article II of in compliance with this Agreement shall at the Effective Time Agreement, will be duly authorized, validly issued, fully paid, paid and nonassessable and nonassessable. Such shares will be issued in compliance with the listing rules applicable state and regulations of the American Stock Exchangefederal securities laws.
Appears in 1 contract
Parent Common Stock. The shares of Parent Common Stock to be issued in connection with the Merger pursuant to Article II Merger, when issued in accordance with the terms and provisions of this Agreement shall at the Effective Time Agreement, will be duly authorized, validly issued, fully paid, paid and nonassessable non-assessable and in compliance with the listing rules and regulations will not be subject to any preemptive or other statutory right of the American Stock Exchangestockholders.
Appears in 1 contract
Sources: Merger Agreement (Netrix Corp)
Parent Common Stock. The shares of Parent Common Stock issued in the Merger pursuant to Article II of this the Agreement shall at the Effective Time be duly authorized, validly issued, fully paid, and nonassessable and in compliance with the listing rules and regulations of the American Stock ExchangeNasdaq.
Appears in 1 contract