Validity of Common Stock. The shares of Purchaser's Common Stock to be issued and delivered by the Purchaser in connection with the Merger have been duly authorized for issuance and will, when issued and delivered as provided in this Agreement, be duly and validly issued, fully paid and non-assessable.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Sylvan Learning Systems Inc), Agreement and Plan of Reorganization (Sylvan Learning Systems Inc), Agreement and Plan of Reorganization (Sylvan Learning Systems Inc)
Validity of Common Stock. The shares of Purchaser's Common Stock ------------------------ to be issued and delivered by the Purchaser in connection with the Merger have been duly authorized for issuance and will, when issued and delivered as provided in this Agreement, be duly and validly issued, fully paid and non-non- assessable.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Sylvan Learning Systems Inc), Agreement and Plan of Reorganization (Sylvan Learning Systems Inc), Agreement and Plan of Reorganization (Sylvan Learning Systems Inc)
Validity of Common Stock. The shares of Purchaser's Common Stock to be issued and delivered by the Purchaser in connection with the Merger to Seller pursuant to this Agreement have been duly authorized for issuance and willand, when issued and delivered as provided upon delivery in accordance with the provisions of this Agreement, including the meeting of all necessary conditions herein for issuance, will be duly and validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Stock Purchase Agreement (Clean Energy Fuels Corp.)
Validity of Common Stock. The shares of Purchaser's Common Stock ------------------------ to be issued and delivered by the Purchaser in connection with the Merger acquisition of Owner's Business have been duly authorized for issuance and will, when issued and delivered as provided in this Agreement, be duly and validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Sylvan Learning Systems Inc)
Validity of Common Stock. The shares of Purchaser's Common Stock to be ----------- ------------ issued and delivered by the Purchaser in connection with the Merger have been duly authorized for issuance and will, when issued and delivered as provided in this Agreement, be duly and validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Sylvan Learning Systems Inc)
Validity of Common Stock. The shares of Purchaser's Common Stock Stock, ------------------------ $.01 par value per share, of the Purchaser ("Purchaser Common Stock") to be issued and or delivered by the Purchaser in connection with the Merger and the Partnership Acquisition (collectively, the "Merger Shares") have been duly authorized for issuance and will, when issued and delivered as provided in this Agreement, be duly and validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Sylvan Learning Systems Inc)
Validity of Common Stock. The shares of Purchaser's Common Stock ------------------------ to be issued and delivered by the Purchaser in connection with the Merger acquisition of Stockholders's shares in the Company have been duly authorized for issuance and will, when issued and delivered as provided in this Agreement, be duly and validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Agreement for Purchase of Stock (Sylvan Learning Systems Inc)
Validity of Common Stock. The shares Each share of Purchaser's Common Stock to be issued and delivered by the Purchaser in connection with the Merger have been duly authorized for issuance and willStock, when issued and delivered as provided in to the Holders, pursuant to the terms of this Agreement, will be duly and validly issued, fully paid and non-assessablenonassessable.
Appears in 1 contract
Samples: Exchange Agreement (Stewart Information Services Corp)
Validity of Common Stock. The shares of PurchaserBuyer's Common Stock to ------------------------ be issued and delivered by the Purchaser Buyer in connection with the Merger acquisition of the assets of the Seller have been duly authorized for issuance and will, when issued and delivered as provided in this Agreement, be duly and validly issued, fully paid and non-assessable.
Appears in 1 contract
