Examples of Companies Common Stock in a sentence
All of the issued and outstanding shares of Companies Common Stock have been duly authorized and validly issued and are fully paid, nonassessable and free of preemptive rights, with no personal liability attaching to the ownership thereof.
As at the Effective Date, unless otherwise provided in this Agreement, all of the issued and outstanding shares of Companies Common Stock shall be wholly owned as of record and beneficially by DSH or a Subsidiary of DSH, at which point DSH or Subsidiary of DSH, as the case may be, shall be responsible for all securities law compliance with respect to such Companies Common Stock.
The Corporation hereby covenants and agrees to vote its shares of Companies Common Stock, and take all actions necessary, to ensure that the Articles of Incorporation and By-Laws of the Corporation and the Companies do not, at any time, conflict with the provisions of this Agreement.
Subject to Section 2.7(c) hereof, the purchase price (the "Stock Purchase Price") for the Acquired Companies' Common Stock shall be the portion of the Cash Payment allocated to the Acquired Companies' Common Stock pursuant to Section 2.9, which shall be paid in cash at the Closing (the "Stock Purchase Cash Payment").
Purchaser acknowledges that none of the Acquired Companies' Common Stock has been registered under the Securities Act or any state securities Law in reliance upon an exemption therefrom for non-public offerings, that shares of common stock must be held indefinitely unless the sale thereof is registered under the Securities Act or such state securities law, or an exemption therefrom for such registration is available under Rule 144, promulgated under the Securities Act, or otherwise.
As at the Effective Date, unless otherwise provided in this Agreement, all of the issued and outstanding shares of Acquired Companies Common Stock shall be wholly owned as of record and beneficially by DSKX or a Subsidiary of DSKX, at which point DSKX or Subsidiary of DSKX, as the case may be, shall be responsible for all securities law compliance with respect to such Acquired Companies Common Stock.
Purchaser is acquiring the Acquired Companies' Common Stock for its own account or investment purposes only and not with a view to the distribution of the shares of such common stock.
The parties have agreed that it is desirable to designate a representative to act on behalf of holders of the Target Companies Common Stock and Target Companies Stock Options for certain limited purposes, as specified herein (the "Holder Representative").
On and subject to the terms and conditions of this Agreement, Cordant agrees to purchase from each of the Stockholders, and each of the Stockholders agrees to sell to Cordant, all of its or her shares of Companies Common Stock for the consideration specified in this Article II (the "PURCHASES").
The Holder Representative will have no liability to Parent, the Target Companies or the holders of Target Companies Common Stock and Target Companies Stock Options with respect to actions taken or omitted to be taken in its capacity as Holder Representative, except with respect to the Holder Representative's gross negligence or willful misconduct.