Availability of Shares. Issuer has taken all necessary corporate action to authorize and reserve and to permit it to issue, and at all times from the date hereof through the termination of this Agreement in accordance with its terms will have reserved for issuance upon the exercise of the Option, that number of shares of Common Stock equal to the maximum number of shares of Common Stock at any time and from time to time issuable hereunder, and all such shares, upon issuance pursuant hereto, will be duly authorized, validly issued, fully paid, non-assessable, and will be delivered free and clear of all claims, liens, encumbrances and security interests and not subject to any preemptive rights.
Appears in 5 contracts
Samples: Stock Option Agreement (Americorp), Stock Option Agreement (Western Bancorp), Stock Option Agreement (Regency Bancorp)
Availability of Shares. Issuer has taken all necessary corporate action to authorize and reserve and to permit it to issue, and at all times from the date hereof through the termination of this Agreement in accordance with its terms will shall have reserved for issuance upon the exercise of the Option, that number of shares of Common Stock equal to the maximum number of shares of Common Stock at any time and from time to time issuable hereunder, and all such shares, upon issuance pursuant hereto, will shall be duly authorized, validly issued, fully paid, non-assessable, and will shall be delivered free and clear of all claims, liens, encumbrances and security interests and not subject to any preemptive rights.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Pinnacle Financial Services Inc), Stock Option Agreement (Pinnacle Financial Services Inc), Agreement and Plan of Merger (Landmark Financial Corp /De)
Availability of Shares. Issuer has taken all necessary corporate action to authorize and reserve and to permit it to issue, and at all times from the date hereof through the termination of this Agreement in accordance with its terms will have reserved for issuance upon the exercise of the Option, that number of shares of Common Stock equal to the maximum number of shares of Common Stock at any time and from time to time issuable hereunder, and all such shares, upon issuance pursuant hereto, will be duly authorized, validly issued, fully paid, non-assessable, and will be delivered free and clear of all claims, liens, encumbrances and security interests and not subject to any preemptive rightsinterests.
Appears in 4 contracts
Samples: Stock Option Agreement (California Commercial Bankshares), Stock Option Agreement (Sc Bancorp), Stock Option Agreement (Monarch Bancorp)
Availability of Shares. Issuer has taken all necessary ---------------------- corporate action to authorize and reserve and to permit it to issue, and at all times from the date hereof through the termination of this Agreement in accordance with its terms will have reserved for issuance upon the exercise of the Option, that number of shares of Common Stock equal to the maximum number of shares of Common Stock at any time and from time to time issuable hereunder, and all such shares, upon issuance pursuant hereto, will be duly authorized, validly issued, fully paid, non-assessable, and will be delivered free and clear of all claims, liens, encumbrances and security interests and not subject to any preemptive rights.
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