Valid Shares. The issuance of the Parent Common Stock in connection with the Merger has been duly authorized on behalf of Parent and such shares, when issued pursuant to this Agreement and the Merger Agreement, will be duly and validly issued and outstanding, fully paid and nonassessable.
Appears in 4 contracts
Samples: Supplemental Agreement (Patron Systems Inc), Supplemental Agreement (Patron Systems Inc), Supplemental Agreement (Combined Professional Services Inc)
Valid Shares. The issuance of the Parent Common Stock in connection with the Merger has been duly authorized on behalf of Parent and such shares, when issued pursuant to this Agreement and the Merger Agreement, will be duly and validly issued and outstanding, fully paid and nonassessable. Parent is issuing the Parent Common Stock and the Post-Closing Notes in reliance on an exemption from the Securities Act and applicable state securities laws.
Appears in 1 contract
Samples: Supplemental Agreement (Combined Professional Services Inc)