Common use of Conveyance of Shareholder Property Clause in Contracts

Conveyance of Shareholder Property. Prior to the Closing Date, each Shareholder shall convey, and shall cause each relative or affiliate of the Company or of such Shareholder to convey, to the Company, free and clear of any Encumbrance or Tax, all of such Shareholder's and each such relative's or affiliate's right, title and interest to any tangible or intangible asset (excluding real property, improvements and fixtures, other than trade fixtures) which is used by the Company and owned or leased by such Shareholder or relative or affiliate of the Company or of such Shareholder (the "Shareholder Property"). In the event that any of the Shareholder Property is leased rather than owned by a Shareholder or relative or affiliate of the Company or of such Shareholder, the Shareholders shall cause the lessee thereof to purchase such property prior to the Closing Date in order to be able to convey it to the Company as required by this Section.

Appears in 2 contracts

Samples: Merger Agreement (Pentastar Communications Inc), Merger Agreement (Pentastar Communications Inc)

AutoNDA by SimpleDocs

Conveyance of Shareholder Property. Prior to the Closing Date, each the Shareholder shall convey, and shall cause each relative or affiliate of the Company or of such the Shareholder to convey, to the Company, free and clear of any Encumbrance or Tax, all of such the Shareholder's and each such relative's or affiliate's right, title and interest to any tangible or intangible asset (excluding real property, improvements and fixtures, other than trade fixtures) which is used by the Company in its business and owned or leased by such the Shareholder or relative or affiliate of the Company or of such the Shareholder (the "Shareholder Property"). In the event that any of the Shareholder Property is leased rather than owned by a Shareholder or relative or affiliate of the Company or of such the Shareholder, the Shareholders Shareholder shall cause the lessee thereof to purchase such property prior to the Closing Date in order to be able to convey it to the Company as required by this Section.

Appears in 1 contract

Samples: Merger Agreement (Pentastar Communications Inc)

Conveyance of Shareholder Property. Prior to the Closing Date, each Shareholder shall convey, and shall cause each relative or affiliate of the Company or of such any Shareholder to convey, to the Company, free and clear of any Encumbrance or Tax, all of such any Shareholder's and each such relative's or affiliate's right, title and interest to any tangible or intangible asset (excluding real property, improvements and fixtures, other than trade fixtures) which is used by the Company and owned or leased by such any Shareholder or relative or affiliate of the Company or of such any Shareholder (the "Shareholder Property"). In the event that any of the Shareholder Property is leased rather than owned by a Shareholder or relative or affiliate of the Company or of such a Shareholder, the Shareholders shall cause the lessee thereof to purchase such property prior to the Closing Date in order to be able to convey it to the Company as required by this Section.

Appears in 1 contract

Samples: Merger Agreement (Pentastar Communications Inc)

Conveyance of Shareholder Property. Prior to the Closing Date, each Shareholder shall convey, and shall cause each relative or affiliate of the Company or of such Shareholder to convey, to the Company, free and clear of any Encumbrance or Tax, all of such Shareholder's and each such relative's or affiliate's right, title and interest to any tangible or intangible asset (excluding real property, improvements and fixtures, other than trade fixtures) which is used by the Company and owned or leased by such Shareholder or relative or affiliate of the Company or of such the Shareholder (the "Shareholder Property"). In the event that any of the Shareholder Property is leased rather than owned by a Shareholder or relative or affiliate of the Company or of such Shareholder, the Shareholders Shareholder shall cause the lessee thereof to purchase such property prior to the Closing Date in order to be able to convey it to the Company as required by this Section.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pentastar Communications Inc)

AutoNDA by SimpleDocs

Conveyance of Shareholder Property. Prior to the Closing Date, each the Shareholder shall convey, and shall cause each relative or affiliate of the Company or of such the Shareholder to convey, to the Company, free and clear of any Encumbrance or Tax, all of such the Shareholder's and each such relative's or affiliate's right, title and interest to any tangible or intangible asset (excluding real property, improvements and fixtures, other than trade fixtures) which is used by the Company in the Business and owned or leased by such the Shareholder or relative or affiliate of the Company or of such the Shareholder (the "Shareholder Property"). In the event that any of the Shareholder Property is leased rather than owned by a Shareholder or relative or affiliate of the Company or of such the Shareholder, the Shareholders Shareholder shall cause the lessee thereof to purchase such property prior to the Closing Date in order to be able to convey it to the Company as required by this Section.

Appears in 1 contract

Samples: Purchase Agreement (Pentastar Communications Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!