Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken. (b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company will have received copies thereof.
Appears in 11 contracts
Samples: Merger Agreement (Network Dealer Services Holding Corp.), Merger Agreement (Source Energy Corp /Ut/), Merger Agreement (Cardiff International Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders shareholders of the Parent Company to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 9 contracts
Samples: Merger Agreement (Aftermarket Enterprises, Inc.), Merger Agreement (Source Energy Corp /Ut/), Merger Agreement (Cardiff International Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent Law to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Seller will have received copies thereof.
Appears in 9 contracts
Samples: Stock Purchase Agreement (Settex PLC), Stock Purchase Agreement (Microsmart Devices, Inc.), Securities Purchase Agreement (Hirsch Capital CORP)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent Law to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Buyer will have received copies thereof.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Hirsch Capital CORP), Stock Purchase Agreement (Price David), Stock Purchase Agreement (Microsmart Devices, Inc.)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders shareholders of the Parent Company to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 5 contracts
Samples: Merger Agreement (Gulf & Orient Steamship Company, Ltd.), Merger Agreement (Java Express Inc), Merger Agreement (Network Dealer Services Holding Corp.)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company will have received copies thereof.
Appears in 5 contracts
Samples: Merger Agreement (Gulf & Orient Steamship Company, Ltd.), Merger Agreement (Westcott Products Corp), Merger Agreement (Gameplan Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent Company Shareholders to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 3 contracts
Samples: Merger Agreement (Wizzard Software Corp /Co), Merger Agreement (Reflect Scientific Inc), Merger Agreement (Reflect Scientific Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent Company Shareholder to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities or others required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 2 contracts
Samples: Merger Agreement (Dala Petroleum Corp.), Merger Agreement (Dala Petroleum Corp.)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders shareholders of the Parent Company to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
(c) The Minimum Offering shall have been completed and be ready to close prior to the Closing of the Merger.
Appears in 2 contracts
Samples: Merger Agreement (Northern Oil & Gas, Inc.), Merger Agreement (Kentex Petroleum Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders shareholders of the Parent to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company will have received copies thereof.
Appears in 2 contracts
Samples: Merger Agreement (Dala Petroleum Corp.), Merger Agreement (Dala Petroleum Corp.)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company will have received copies thereof.
(c) The Minimum Offering shall have been completed and be ready to close prior to the Closing of the Merger.
Appears in 2 contracts
Samples: Merger Agreement (Northern Oil & Gas, Inc.), Merger Agreement (Kentex Petroleum Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent Company Shareholder to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 1 contract
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors Company and stockholders of the Parent Company Shareholders to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken, and any required consent of holders of Company shares shall have been obtained.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 1 contract
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent Company to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 1 contract
Samples: Merger Agreement (Gameplan Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) . All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company will have received copies thereof.
Appears in 1 contract
Samples: Merger Agreement (Digitiliti Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors Company and stockholders of the Parent Company Shareholder to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken, and any required consent of holders of Company Options shall have been obtained.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 1 contract
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders shareholders of the Parent Company to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
(c) The Parent Shareholder Approval will have been obtained.
Appears in 1 contract
Samples: Merger Agreement (Entreport Corp)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders shareholders of the Parent Company to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) . Such action requires the approval of a majority of the outstanding shares of Company. All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company Parent will have received copies thereof.
Appears in 1 contract
Samples: Merger Agreement (Digitiliti Inc)
Required Approvals and Consents. (a) All action required by law and otherwise to be taken by the directors and stockholders of the Parent to authorize the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will have been duly and validly taken.
(b) All Consents of or from all Authorities required hereunder to consummate the transactions contemplated herein, will have been delivered, made or obtained, and the Company will have received copies thereof.
Appears in 1 contract
