Common use of Parent Common Stock Clause in Contracts

Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to the Merger, when issued and delivered in accordance with this Agreement, will be duly authorized, validly issued, fully paid, and non-assessable.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Red Hat Inc), Agreement and Plan of Reorganization (Concord Communications Inc), Agreement and Plan of Reorganization (Appliedtheory Corp)

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Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to the MergerStock, when issued and delivered ------------------- in accordance the Merger in compliance with this Agreement, will be duly authorized, validly issued, fully paid, paid and non-assessablenonassessable. Such shares will be issued in compliance with applicable state and federal securities laws.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc), Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc), Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc)

Parent Common Stock. The shares of Parent Common Stock to be allotted and issued pursuant to the Merger, when issued and delivered in accordance with this Agreement, Merger will be duly authorized, and when the share certificates in respect of such Parent Common Stock are issued in accordance with the terms hereof, will be validly issued, issued and fully paid, and non-assessable.

Appears in 2 contracts

Samples: Escrow Agreement (Silicon Image Inc), Escrow Agreement (Silicon Image Inc)

Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to the MergerStock, when issued and delivered in accordance the Merger in compliance with this Agreement, will be duly authorized, validly issued, fully paid, paid and non-assessablenonassessable. Such shares will be issued in compliance with applicable state and federal securities laws.

Appears in 1 contract

Samples: Employment Agreement (Platinum Software Corp)

Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to the Mergerthis Agreement, when issued and delivered in accordance with this Agreement, will will, assuming the accuracy of the representations contained in Article III hereof, be duly authorized, validly issued, fully paid, paid and non-assessable.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Larscom Inc)

Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to the MergerStock, when issued and delivered in accordance ------------------- the Merger in compliance with this Agreement, will be duly authorized, validly issued, fully paid, paid and non-assessablenonassessable. Such shares will be issued in compliance with applicable state and federal securities laws.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Talk City Inc)

Parent Common Stock. The Upon their issuance by Parent and delivery to Equipment Owner, the shares of Parent Common Stock to be issued pursuant to the Merger, when issued and delivered in accordance with this Agreement, Agreement will be duly authorized, and validly issued, fully paid, paid and non-assessablenonassessable.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bizcom Usa Inc)

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Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to the MergerStock, when issued and delivered in accordance the Merger in compliance with this Agreement, will be duly authorized, (i) validly issued, fully paidpaid and nonassessable, (ii) issued in compliance with applicable state and non-assessablefederal securities laws and (iii) shall constitute an exempt security under Section 3(a)10 of the Securities Act of 1933.

Appears in 1 contract

Samples: Employment Agreement (Ednet Inc)

Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to in connection with the Merger, when issued and delivered in accordance with the terms and provisions of this Agreement, will be duly authorized, validly issued, fully paid, paid and non-assessableassessable and will not be subject to any preemptive or other statutory right of stockholders.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netrix Corp)

Parent Common Stock. The shares of Parent Common Stock to be issued pursuant to the Merger, when issued and delivered in accordance with this Agreement, will be duly authorized, validly issued, fully paid, and non-assessable; PROVIDED, HOWEVER, that the Parent Common Stock to be issued hereunder will be subject to restrictions on transfer under applicable federal and state securities laws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Citrix Systems Inc)

Parent Common Stock. The shares of Parent Common Stock to be issued to Shareholder pursuant to the Mergerthis Agreement will be, when issued and delivered in accordance with this Agreementthey are issued, will be duly authorized, validly issued, fully paidpaid and nonassessable, and non-assessablefree and clear of any encumbrance, claim or preemptive right.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tele Communications Inc /Co/)

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