Capitalization Units Sample Clauses

Capitalization Units. All of the outstanding membership and equity units and interests in the Company are held by Seller. No membership or equity unit or interest in the Company is owned directly or indirectly by the Company. All of the Company’s outstanding membership and equity units and interests in the Company are duly authorized and validly issued, fully paid and non-assessable. There are no subscriptions, options, warrants, calls, rights, agreements, commitments, understandings, restrictions or arrangements of any kind relating to the issuance, sale or transfer by the Company of any membership or equity unit or interest in the Company or relating to the sale or transfer of the Units, including, without limitation, any rights of conversion or exchange under any outstanding securities or other instruments. There are no voting trusts or other agreements or understandings of any kind with respect to the Units.