PENTACON STOCK Sample Clauses

PENTACON STOCK. At the time of issuance thereof and delivery to the Stockholders, the Pentacon Stock to be delivered to the Stockholders pursuant to this Agreement will constitute valid and legally issued shares of Pentacon, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Sections 15 and 16 hereof, will be identical in all substantive respects (which do not include the form of certificate upon which it is printed or the presence or absence of a CUSIP number on any such certificate) to the Pentacon Stock issued and outstanding as of the date hereof by reason of the provisions of the Delaware GCL. The Pentacon Stock issued and delivered to the Stockholders shall at the time of such issuance and delivery be free and clear of any liens, claims or encumbrances of any kind or character. The shares of Pentacon Stock to be issued to the Stockholders pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 17 hereof.
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PENTACON STOCK. At the time of issuance thereof and delivery to the Stockholders and Other Stockholders, the Pentacon Stock to be delivered to the Stockholders and Other Stockholders pursuant to this Agreement will constitute valid and legally issued shares of Pentacon, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Sections 15 and 16 hereof, will be identical in all substantive respects (which do not include the form of certificate upon which it is printed or the presence or absence of a CUSIP number on any such certificate) to the Pentacon Stock issued and outstanding as of the date hereof by reason of the provisions of the Delaware GCL. The Pentacon Stock issued and delivered to the Stockholders and Other Stockholders shall at the time of such issuance and delivery be free and clear of any liens, claims or encumbrances of any kind or character. The shares of Pentacon Stock to be issued to the Stockholders and Other Stockholders pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 17 hereof.
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Related to PENTACON STOCK

  • Common Shares 4 Company...................................................................................... 4

  • Purchaser Common Stock Each share of common stock, par value $0.001 per share, of the Purchaser (the “Purchaser Common Stock”) issued and outstanding immediately prior to the Effective Time shall be converted into and become one newly and validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation.

  • Merger Sub Common Stock At the Effective Time, each share of common stock, par value $0.01 per share, of Merger Sub (“Merger Sub Common Stock”) issued and outstanding immediately prior to the Effective Time shall be automatically converted into one fully paid and nonassessable share of common stock, par value $0.01 per share, of the Surviving Corporation.

  • Shares The term “

  • Company Shares If the managing underwriter has not limited the number of Registrable Securities to be underwritten, the Company may include securities for its own account or for the account of others in such registration if the managing underwriter so agrees and if the number of Registrable Securities which would otherwise have been included in such registration and underwriting will not thereby be limited.