Common use of RV Centers Stock Clause in Contracts

RV Centers Stock. At the time of issuance thereof and delivery to the Stockholders, the RV Centers Stock to be delivered to the Stockholders pursuant to this Agreement will constitute valid, duly authorized and legally issued shares of RV Centers, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Sections 14 and 15 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 RV Centers Stock issued and outstanding as of the date hereof by reason of the provisions of the Delaware GCL. The RV Centers 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 RV Centers Stock to be issued to the Stockholders pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 16 hereof.

Appears in 3 contracts

Samples: Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc)

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RV Centers Stock. At the time of issuance thereof and delivery to the StockholdersSeller, the RV Centers Stock to be delivered to the Stockholders Seller pursuant to this Agreement will constitute valid, duly authorized and legally issued shares of RV Centers, fully paid and nonassessable, and with the exception of restrictions upon resale set forth in Sections 14 and 15 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 RV Centers Stock issued and outstanding as of the date hereof by reason of the provisions of the Delaware GCL. The RV Centers Stock issued and delivered to the Stockholders Seller 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 RV Centers Stock to be issued to the Stockholders Seller pursuant to this Agreement will not be registered under the 1933 Act, except as provided in Section 16 hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rv Centers Inc)

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