FCN definition
Examples of FCN in a sentence
Neither Fox nor FCN shall be liable to Licensee for failure to supply any programming or any part thereof, nor shall Licensee be liable to Fox or FCN for failure to broadcast any such programming or any part thereof, by reason of any act of God, labor dispute, non-delivery by program suppliers or others, failure or breakdown of satellite or other facilities, legal enactment, governmental order or regulation or any other similar or dissimilar cause beyond their respective control ("force majeure event").
BANC ONE has previously provided FCN with a list of the option holders, the date of each option to purchase BANC ONE Common Stock granted, the number of shares subject to each such option and the price at which each such option may be exercised under an applicable BANC ONE Stock Plan.
BANC ONE has disclosed to FCN a complete and accurate copy of BANC ONE's plan, including an estimate of the anticipated associated costs, for addressing Year 2000 Issues as such issues affect BANC ONE and its Subsidiaries.
Notwithstanding the foregoing, none of BANC ONE, Newco, FCN, the Exchange Agent or any other person shall be liable to any former holder of shares of FCN Common Stock or FCN Preferred Stock for any amount delivered in good faith to a public official pursuant to applicable abandoned property, escheat or similar laws.
Common Certificates previously representing shares of FCN Common Stock shall be exchanged for certificates representing whole shares of Newco Common Stock and cash in lieu of fractional shares issued in consideration therefor upon the surrender of such Common Certificates in accordance with Section 3.2, without any interest thereon.
Such securities are valued on the books of FCN in accordance with GAAP.
All of the issued and outstanding shares of FCN Capital Stock have been duly authorized and validly issued and are fully paid, nonassessable and free of preemptive rights, with no personal liability attaching to the ownership thereof.
Each of BANC ONE and FCN shall, prior to the First Effective Time, coordinate with the other party with respect to the issuance of, and pursuant thereto shall issue, shares of BANC ONE Common Stock or FCN Common Stock, as may be appropriate, in such manner, and limited to such number, as is necessary to reduce the aggregate number of "tainted treasury shares" of such parties to a number that is consistent with the accounting of the Merger as a "pooling of interests" under GAAP.
There is no unresolved violation, criticism, or exception by any Regulatory Agency with respect to any report or statement relating to any examinations of FCN or any of its Subsidiaries which, in the reasonable judgment of FCN, is likely, either individually or in the aggregate, to have a Material Adverse Effect on FCN.
The Board of Directors of FCN has directed that this Agreement and the transactions contemplated hereby be submitted to FCN's stockholders for approval at a meeting of such stockholders and, except for the adoption of this Agreement by the affirmative vote of the holders of a majority of the outstanding shares of FCN Common Stock, no other corporate proceedings on the part of FCN are necessary to approve this Agreement and to consummate the transactions contemplated hereby.