Parent Stock. The Parent Stock to be delivered to Seller in connection with this Agreement, when delivered in accordance with the terms of this Agreement, will constitute valid and legally issued shares, fully paid and nonassessable and will be registered and free from any restriction on transfer other than restrictions imposed by the Securities Act of 1993, as amended, or the regulations promulgated thereunder.
Appears in 2 contracts
Samples: Purchase and Sale of Assets Agreement (U S Liquids Inc), Purchase and Sale of Assets Agreement (U S Liquids Inc)
Parent Stock. The Parent Stock to be delivered to Seller Stockholders in connection with this Agreement, when delivered in accordance with the terms of this Agreement, will constitute valid and legally issued shares, fully paid and nonassessable and will be registered and free from any restriction on transfer other than restrictions imposed by the Securities Act of 1993, as amended, or the regulations promulgated thereunderthereunder and the contractual restrictions set forth in this Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (U S Liquids Inc), Stock Purchase Agreement (U S Liquids Inc)
Parent Stock. The Parent Stock to be delivered to Seller in connection with this Agreement, when delivered in accordance with the terms of this Agreement, will constitute valid and legally issued shares, fully paid and nonassessable nonassessable, and will be registered and free from any restriction on transfer other than restrictions imposed by the Securities Act of 1993, as amended, or the regulations promulgated thereunder.
Appears in 2 contracts
Samples: Purchase and Sale of Assets Agreement (U S Liquids Inc), Purchase and Sale of Assets Agreement (U S Liquids Inc)
Parent Stock. The Parent Stock to be delivered to Seller in connection with this Agreement, when delivered in accordance with the terms of this Agreement, will constitute valid and legally issued shares, fully paid and nonassessable and will be registered and free from any restriction on transfer other than restrictions imposed by the Securities Act of 19931933, as amended, or the regulations promulgated thereunder.
Appears in 1 contract
Samples: Purchase and Sale of Assets Agreement (U S Liquids Inc)
Parent Stock. The Parent Stock to be delivered to Seller Members in connection with this Agreement, when delivered in accordance with the terms of this Agreement, will constitute valid and legally issued shares, fully paid and nonassessable and will be registered and free from any lien, claim encumbrance or restriction on transfer other than restrictions imposed by the Securities Act of 1993, as amended, or the regulations promulgated thereunder. Buyer is not a party to any agreement creating rights in any person or entity with respect to such Parent Stock (other than this Agreement) or relating to the voting thereof.
Appears in 1 contract