Common use of Parent Stock Clause in Contracts

Parent Stock. At the time of issuance thereof, the Parent Stock to be delivered to the STOCKHOLDERS pursuant to this Agreement will constitute valid and legally issued shares of PARENT, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Sections 15 and 16 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 Parent Stock issued and outstanding as of the date hereof. The shares of Parent Stock to be issued to the STOCKHOLDERS pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 17 hereof.

Parent Stock. At the time of issuance thereof, the Parent Stock to be delivered to the STOCKHOLDERS STOCKHOLDER pursuant to this Agreement will constitute valid and legally issued shares of PARENT, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Sections 15 and 16 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 Parent Stock issued and outstanding as of the date hereof. The shares of Parent Stock to be issued to the STOCKHOLDERS STOCKHOLDER pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 17 hereof.

Parent Stock. At the time of issuance thereof, the Parent Stock to be delivered to the STOCKHOLDERS and the NEWBURY STOCKHOLDERS pursuant to this Agreement will constitute valid and legally issued shares of PARENT, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Sections 15 and 16 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 Parent Stock issued and outstanding as of the date hereof. The shares of Parent Stock to be issued to the STOCKHOLDERS -27- and the NEWBURY STOCKHOLDERS pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 17 hereof.