URSI Stock. The URSI Stock to be delivered to the STOCKHOLDERS on the Closing Date shall constitute valid and legally issued shares of URSI, fully paid and nonassessable, and except as set forth in this Agreement, will be owned free and clear of all liens, security interests, pledges, charges, voting trusts, restrictions, encumbrances and claims of every kind created by URSI, and will be legally equivalent in all respects to the URSI Stock issued and outstanding as of the date hereof. The shares of URSI 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.
Appears in 10 contracts
Samples: Merger Agreement (United Road Service Inc), Merger Agreement (United Road Service Inc), Agreement and Plan of Reorganization (United Road Service Inc)