Valid Issuance of Parent Shares. The shares of Parent Common Stock to be issued pursuant to this Agreement will, when issued, be duly authorized, validly issued, fully paid and non-assessable.
Appears in 6 contracts
Samples: Merger Agreement (Mitek Systems Inc), Merger Agreement (Synchronoss Technologies Inc), Agreement and Plan of Merger and Reorganization (Blue Coat Systems Inc)
Valid Issuance of Parent Shares. The shares of Parent Common Stock and Parent Preferred Stock to be issued pursuant to this Agreement will, when issued, be duly authorized, validly issued, fully paid and non-assessable.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lenco Mobile Inc.), Merger Agreement (Lenco Mobile Inc.), Combination Agreement (Equinix Inc)
Valid Issuance of Parent Shares. The shares of Parent Common Stock to be issued pursuant to this Agreement and pursuant to the Parent Warrants and Redemption Warrants will, when issued, be duly authorized, validly issued, fully paid and non-assessable.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (JK Acquisition Corp.), Merger Agreement (JK Acquisition Corp.), Agreement and Plan of Merger (JK Acquisition Corp.)
Valid Issuance of Parent Shares. The shares of Parent Common Stock to be issued pursuant to this Agreement willShares, when issuedissued in accordance with this Agreement, will be duly authorized, validly issued, fully paid and non-assessableassessable shares of Parent Common Stock.
Appears in 3 contracts
Samples: Merger Agreement (Universal American Corp.), Merger Agreement (Universal American Financial Corp), Merger Agreement (Welsh Carson Anderson & Stowe Ix Lp)
Valid Issuance of Parent Shares. The shares of Parent Common Stock to be issued pursuant to this Agreement will, if and when issued, be duly authorized, validly issued, fully paid and non-assessable.
Appears in 2 contracts
Samples: Merger Agreement (Trizetto Group Inc), Merger Agreement (Trizetto Group Inc)
Valid Issuance of Parent Shares. The shares of Parent Common Stock to be issued pursuant to this Agreement will, when issued, be duly authorized, validly issued, fully paid and non-assessable, and issued in compliance with all applicable federal and state securities laws.
Appears in 1 contract
Valid Issuance of Parent Shares. The shares of Parent Common ------------------------------- Stock to be issued pursuant to this Agreement will, when issued, be duly authorized, validly issued, fully paid and non-assessable, and issued in compliance with all applicable United States Federal and state securities laws.
Appears in 1 contract
Samples: Merger Agreement (Cacheflow Inc)
Valid Issuance of Parent Shares. The shares of Parent Common Stock to be issued pursuant to this Agreement will, when issued, be duly authorized, validly issued, fully paid and non-assessable, and assuming the accuracy of the Company’s representations, warranties and covenants hereunder and the accuracy of the Company Shareholders’ representations, warranties and covenants in the Shareholder Certificates, will be issued in compliance with all applicable Federal and state securities laws.
Appears in 1 contract
Samples: Merger Agreement (DemandTec, Inc.)
Valid Issuance of Parent Shares. The shares of Parent ------------------------------- Common Stock to be issued pursuant to this Agreement will, when issued, be duly authorized, validly issued, fully paid and non-assessable.
Appears in 1 contract
Valid Issuance of Parent Shares. The shares of Parent ------------------------------- Common Stock to be issued pursuant to this Agreement willwill be, when issued, be duly authorized, validly issued, fully paid and non-assessable.
Appears in 1 contract
Samples: Merger Agreement (Actuate Corp)
