Parent Securities. The shares of Parent Stock deliverable to the Stockholders in the Merger pursuant to this Agreement or issuable upon the exercise or conversion of the warrants and options referred to in the last sentence of Section 4.1 will have been duly authorized prior to the Closing, and upon consummation of the Merger in accordance with this Agreement or the issuance of shares of Parent Stock upon the exercise of such warrants or options in accordance with the terms thereof, will be validly issued, fully paid and nonassessable.
Appears in 2 contracts
Sources: Merger Agreement (Taylor & Martin Group Inc), Merger Agreement (Advanced Communications Group Inc/De/)