We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Common use of Encumbrance Clause in Contracts

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 51 contracts

Samples: Merger Agreement (Cuseeme Networks Inc), Stock Purchase Agreement (Local Matters Inc.), Merger Agreement (Inhale Therapeutic Systems Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 23 contracts

Samples: Securities Purchase Agreement (Vir Biotechnology, Inc.), Securities Purchase Agreement (Vir Biotechnology, Inc.), Merger Agreement (Volcano Corp)

Encumbrance. Encumbrance" shall mean means any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 7 contracts

Samples: Agreement and Plan of Merger and Reorganization (Acuson Corp), Merger Agreement (Ebay Inc), Merger Agreement (Wind River Systems Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or other similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 6 contracts

Samples: Merger Agreement (Principia Biopharma Inc.), Merger Agreement (Synthorx, Inc.), Merger Agreement (Merck & Co., Inc.)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest right or similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)nature.

Appears in 5 contracts

Samples: Merger Agreement (Cti Biopharma Corp), Merger Agreement (Cti Biopharma Corp), Merger Agreement (Alcon Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).first

Appears in 4 contracts

Samples: Agreement and Plan of Merger and Reorganization (Entropic Communications Inc), Agreement and Plan of Merger and Reorganization (Entropic Communications Inc), Merger Agreement (Entropic Communications Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, license, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 4 contracts

Samples: Merger Agreement (Riverbed Technology, Inc.), Merger Agreement (Opnet Technologies Inc), Merger Agreement (Applied Materials Inc /De)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest claim or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)nature.

Appears in 4 contracts

Samples: Merger Agreement (inContact, Inc.), Merger Agreement (Oclaro, Inc.), Stock Purchase Agreement (U S Wireless Data Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 3 contracts

Samples: Share Purchase Agreement (Partner Communications Co LTD), Share Purchase Agreement (Ampal-American Israel Corp), Share Purchase Agreement (Ampal-American Israel Corp)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 3 contracts

Samples: Merger Agreement (Siebel Systems Inc), Share Purchase Agreement (Siebel Systems Inc), Merger Agreement (Siebel Systems Inc)

Encumbrance. Encumbrance" shall mean ” means any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or other similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 3 contracts

Samples: Merger Agreement (J2 Global, Inc.), Merger Agreement (Everyday Health, Inc.), Merger Agreement (Sequenom Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claimequitable interest, infringementpreference, interferenceright of possession, lease, tenancy, license, proxy, covenant, Order, option, right of first refusal, refusal or preemptive right, community property interest whether arising out of an obligation to pay any Taxes or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)otherwise.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Portola Pharmaceuticals Inc), Asset Purchase Agreement (Portola Pharmaceuticals Inc)

Encumbrance. Encumbrance" shall mean mean, with respect to any property or asset, any mortgage, easement, lien, pledge (including any negative pledge, hypothecation, charge, mortgage), security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction other encumbrance of any nature (including any restriction on the voting whatsoever in respect of any security, any restriction on the transfer of any security such property or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 2 contracts

Samples: Merger Agreement (Beckman Coulter Inc), Merger Agreement (Biosite Inc)

Encumbrance. Encumbrance" shall mean ” means any lien, debt, unpaid obligation, pledge, hypothecation, charge, mortgage, security interest, encumbrance, intangible property right, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any security or restriction on the transfer transfer, use or ownership of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any assetAsset).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Raptor Pharmaceutical Corp), Asset Purchase Agreement (Raptor Pharmaceutical Corp)

Encumbrance. Encumbrance" shall mean any lien, pledge, charge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest right or similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the use of, or receipt of any income derived from from, any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 2 contracts

Samples: Merger Agreement (Mirati Therapeutics, Inc.), Merger Agreement (Mirati Therapeutics, Inc.)

Encumbrance. Encumbrance" shall mean any lien, pledge, charge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)nature.

Appears in 2 contracts

Samples: Merger Agreement (Forty Seven, Inc.), Agreement and Plan of Merger (Kite Pharma, Inc.)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature similar encumbrance (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 2 contracts

Samples: Merger Agreement (Poseida Therapeutics, Inc.), Merger Agreement (Poseida Therapeutics, Inc.)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and or any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 2 contracts

Samples: Merger Agreement (Allergan PLC), Agreement and Plan of Merger (Tobira Therapeutics, Inc.)

Encumbrance. Encumbrance" shall mean ” means any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interferencehypothecation, option, right of first refusal, preemptive right, community property interest charge, mortgage, easement, encroachment, imperfection of title, title exception, title defect, right of possession, lease, security interest, encumbrance, adverse claim, interference, restriction on transfer (except for restrictions arising under applicable securities laws) or other restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)except for Permitted Encumbrances.

Appears in 2 contracts

Samples: Merger Agreement (LEO Pharma a/S), Merger Agreement (Peplin Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 2 contracts

Samples: Loan and Security Agreement (Broadsoft Inc), Merger Agreement (Broadsoft Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, adverse claim, infringement, interference, option, right of first refusal, preemptive right, community property interest right or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 2 contracts

Samples: Merger Agreement (Ebay Inc), Merger Agreement (Transwitch Corp /De)

Encumbrance. Encumbrance" shall mean any charge, claim, community property interest, condition, equitable interest, lien, option, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (kind, including any restriction on the voting of any securityuse, any restriction on the transfer of any security or other assetvoting, any restriction on the transfer, receipt of any income derived from any assetincome, any restriction on the use of any asset and any restriction on the possession, or exercise or transfer of any other attribute of ownership of any asset)ownership.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fields Aircraft Spares Inc)

Encumbrance. Encumbrance" shall mean any charge, claim, community property interest (if any), condition, equitable interest, lien, mortgage, deed of trust, option, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (kind, including any restriction on the voting of any securityuse, any restriction on the transfer of any security or other assetvoting, any restriction on the transfer, receipt of any income derived from any assetincome, any restriction on the use of any asset and any restriction on the possession, or exercise or transfer of any other attribute of ownership of any asset)ownership.

Appears in 1 contract

Samples: Merger Agreement (Boatracs Inc /Ca/)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, license, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any interest, restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any or restriction on the use of any asset and any restriction on the possession, exercise possession or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (Gilead Sciences Inc)

Encumbrance. Encumbrance" shall mean any lienclaim, option, pledge, hypothecation, charge, mortgage, security interest, Lien, charge, encumbrance, claimrestriction (whether on voting, infringementsale, interferencetransfer or disposition or otherwise) whether imposed by agreement, optionunderstanding, right of first refusallaw or otherwise, preemptive right, community property interest except those arising under applicable federal or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)state securities laws.

Appears in 1 contract

Samples: Asset Purchase Agreement (Trestle Holdings Inc)

Encumbrance. The term "Encumbrance" shall mean any charge, claim, community property interest, condition, equitable interest, lien, option, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (kind, including any restriction on use, voting (in the voting case of any security), any restriction on the transfer of any security or other assettransfer, any restriction on the receipt of any income derived from any assetincome, any restriction on the use of any asset and any restriction on the possession, or exercise or transfer of any other attribute of ownership of any asset)ownership.

Appears in 1 contract

Samples: Acquisition Agreement (Evans Bancorp Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (Conexant Systems Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringementright of possession, interferencelease, tenancy, license, encroachment, Order, option, right of first refusal, preemptive right, community property interest or restriction interest, defect, impairment, imperfection of any nature title (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Asset Purchase Agreement (Momenta Pharmaceuticals Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, licenses, sublicenses, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or other similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (CinCor Pharma, Inc.)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, asset any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (Titan Corp)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, intangible property right, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any security or restriction on the transfer transfer, use or ownership of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Onyx Pharmaceuticals Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Share Purchase Agreement (Terayon Communication Systems)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)nature.

Appears in 1 contract

Samples: Merger Agreement (Electronics for Imaging Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, license, adverse claim, infringement, interference, option, right of first refusal, preemptive right, community property interest right or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Share Allocation and Tender Offer Agreement (Ebay Inc)

Encumbrance. Encumbrance" shall mean ” means any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, refusal or preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Asset Acquisition Agreement (Panacea Acquisition Corp)

Encumbrance. Encumbrance" shall mean any lien, license, sublicense pledge, hypothecation, charge, mortgage, security interest, covenant not to sue, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or other similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (RayzeBio, Inc.)

Encumbrance. Encumbrance" shall mean any lien, license, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or other similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Turning Point Therapeutics, Inc.)

Encumbrance. Encumbrance" shall ” will mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, trust, equitable interest, claim, preference, right of possession, lease, tenancy, license, encroachment, infringement, interference, Order, proxy, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any securitytransfer, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset asset, and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Asset Purchase Agreement (Lm Funding America, Inc.)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)nature.

Appears in 1 contract

Samples: Merger Agreement (Juno Therapeutics, Inc.)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, easement, encroachment, imperfection of title, title exception, title defect, right of possession, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction other charge of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)nature.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Rovi Corp)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest interest, restriction or restriction other encumbrance of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (HPL Technologies Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, claim, option, hypothecation, community property interest, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, encumbrance right of first refusal, preemptive right, community property interest right or similar restriction of any nature (including any restriction on the voting of any capital stock, ordinary shares, other equity interest or other security, any restriction on the transfer of any security of thereof or any other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and or any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (Alder Biopharmaceuticals Inc)

Encumbrance. Encumbrance" shall mean ” means any lienmortgage, pledge, hypothecationlien, encumbrance, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive rightrestriction, community property interest easement, option, or restriction title defect of any kind, including any conditional sale or other title retention agreement, any lease in the nature thereof and the filing of or agreement to give any financing statement under the Uniform Commercial Code of any jurisdiction and including any lien or charge arising by statute or other laws, which secures the payment of a debt (including any restriction on Tax) or the voting performance of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)an obligation.

Appears in 1 contract

Samples: Stock Purchase Agreement (Boxlight Corp)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or restriction of any nature (including any restriction on the voting of any securitysecurity or registered capital, any restriction on the transfer of any security or registered capital or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Merger Agreement (Cavium Networks, Inc.)

Encumbrance. Encumbrance" shall mean any charge, claim, community property interest, condition, encumbrance, equitable interest, lien, mortgage, easement, right-of-way, license, lease, covenant, conditional sale agreement, title retention agreement, option, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest RUST refusal or restriction of any nature (kind, including any restriction on the voting of any securityuse, any restriction on the transfer of any security or other assetvoting, any restriction on the transfer, receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, or exercise or transfer of any other attribute of ownership of any asset)ownership.

Appears in 1 contract

Samples: Stock Purchase and Business Combination Agreement (Ppol Inc)

Encumbrance. Encumbrance" shall mean any lien, pledge, hypothecationmortgage, charge, mortgagedeed of trust, security interest, attachment, levy, hypothecation, encumbrance, title restriction or retention, claim, infringementeasement, interference, option, right of first refusal, preemptive right, community property interest servitude or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of restriction, security arrangement or any asset)other limitation whatsoever.

Appears in 1 contract

Samples: Asset Purchase Agreement (Broadsoft Inc)

Encumbrance. Encumbrance" shall mean ” means any liensecurity interest, pledge, hypothecation, charge, mortgage, security interestlien, encumbrance, claimlicense, infringementeasement, interferenceright of way, servitude, lease or sublease, deed of trust, option, right of first refusal, preemptive rightattachment, community property interest levy, charge, claim, imposition, conditional sale or title retention arrangement or other restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security kind or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute interest in property or assets (or the income or profits therefrom) designed to secure the repayment of ownership of Indebtedness, whether consensual or nonconsensual and whether arising by Contract or under any asset)Law or otherwise.

Appears in 1 contract

Samples: Sale and Purchase Agreement (W R Grace & Co)

Encumbrance. Encumbrance" shall mean any (i) lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest right or restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset)) or (ii) obligation to make any royalty payment, milestone payment success payment or pay any maintenance fee.

Appears in 1 contract

Samples: Merger Agreement (Opto Acquisition Sub Inc)

Encumbrance. Encumbrance" shall will mean any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, claim, infringement, interference, option, right of first refusal, preemptive right, community property interest or similar restriction of any nature (including any restriction on the voting of any security, any restriction on the transfer of any security or other asset, any restriction on the receipt of any income derived from any asset, any restriction on the use of any asset and any restriction on the possession, exercise or transfer of any other attribute of ownership of any asset).

Appears in 1 contract

Samples: Purchase Agreement (Quokka Sports Inc)