MERGER STOCK. The Merger Stock has been duly authorized by all necessary corporate action and, when issued and delivered by Provant pursuant to this Agreement, will be validly issued, fully paid and non-assessable.
MERGER STOCK. 7 1.67 Merger Total Consideration...........................7 1.68
MERGER STOCK. Merger Stock" shall mean the shares of DunC Common ------------- Stock outstanding as of the Effective Time.
MERGER STOCK. 2.1(a) Merger Sub . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
MERGER STOCK. The Holders agree to endorse, assign and transfer to AWS and cause their assignees to endorse, assign and transfer to AWS all of their right title and interest in and to the Merger Stock. The Holders shall, at Closing, deliver the certificate(s) representing the Merger Stock, duly endorsed to AWS or accompanied by stock powers duly endorsed to AWS, with each Holder’s signature medallion guaranteed by a national bank. From time to time after the Closing, and without further consideration, the Holders agree to execute and deliver such other instruments of transfer and take such other actions as AWS may reasonably request in order to effectively transfer the Merger Stock to AWS. Thereafter, AWS shall take such actions to cancel the Merger Stock.
MERGER STOCK. 2.1(a) Merger Sub..................................................
MERGER STOCK. The Merger Stock will, when issued, be duly authorized, validly issued, fully paid and nonassessable. The Merger Stock shall be convertible at any time to shares of common stock, ___ par value, and following conversion, the holder of the shares of common stock received in connection with the conversion shall be entitled to sell, transfer, exchange, pledge or otherwise dispose of, or in any other way reduce the holder's risk relative to, or make any offer or agreement relating to any of the foregoing with respect to, any or all of such shares of common stock subject only to the requirements of Rule 144 with the period such holder held the Merger Stock being given full credit for purposes of meeting the holding period requirement of such rule.
MERGER STOCK. The shares of common stock of Claremont to be issued to the Shareholders in connection with the Merger have been duly authorized by all necessary corporate action by Claremont and, when issued and delivered by Claremont pursuant to this Agreement, will be validly issued, fully paid and non-assessable.
MERGER STOCK. 8 Section 4.3 Power, Due Authorization.................................... 8 Section 4.4 No Consents................................................. 8 Section 4.5
MERGER STOCK. The shares of common stock of Analogy to be issued to the shareholders of Symmetry in connection with the Merger have been duly authorized by all necessary corporate action by Analogy and, when issued and delivered by Analogy pursuant to this Agreement, will be validly issued, fully paid and non-assessable.