Common use of Good and Marketable Title Clause in Contracts

Good and Marketable Title. Such Selling Shareholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the Underwriter has no notice of any adverse claim, the Underwriter will receive good and marketable title to the Securities purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Underwriting Agreement (Sterling Bancorp, Inc.)

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Good and Marketable Title. Such The Selling Shareholder has and will at the Closing Time have good valid and marketable title to the Securities to be sold by such the Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the Underwriter has no notice of any adverse claim, the Underwriter will receive good and marketable title to the Securities purchased by it from such the Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (CSK Auto Corp)

Good and Marketable Title. Such The Selling Shareholder Stockholder has and will ------------------------- at the Closing Time have good and marketable title to the Securities to be sold by such the Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity claim or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor thereof as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such the Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Microstrategy Inc)

Good and Marketable Title. Such Selling Shareholder has and will at ------------------------- the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Firstamerica Automotive Inc /De/)

Good and Marketable Title. Such The Selling Shareholder has and will ------------------------- at the Closing Time have good and marketable title to the Securities to be sold by such the Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity claim or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor thereof as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such the Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.. (iii)

Appears in 1 contract

Samples: Purchase Agreement (Microstrategy Inc)

Good and Marketable Title. Such Selling Shareholder has and will at the Closing Time have good and marketable title to the Securities Shares to be sold by such Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities Shares and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities Shares purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Underwriting Agreement (Wesley Jessen Visioncare Inc)

Good and Marketable Title. Such Selling Shareholder has and will at the Closing Time have good and marketable title to the Securities Shares to be sold by such Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities Shares and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities Shares purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind. The sale of the Shares pursuant to this Agreement is not prohibited by any law or governmental regulation applicable to such Selling Shareholder.

Appears in 1 contract

Samples: Underwriting Agreement (Wesley Jessen Visioncare Inc)

Good and Marketable Title. Such Selling Shareholder Stockholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the Underwriter each such International Manager has no notice of any adverse claim, each of the Underwriter International Managers will receive good and marketable title to the Securities purchased by it from such Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Playtex Products Inc

Good and Marketable Title. Such Selling Shareholder has and Stockholder will at the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Vishay Intertechnology Inc)

Good and Marketable Title. Such The Selling Shareholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such the Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwrit-ers will receive good and marketable title to the Securities purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Underwriting Agreement (Finwise Bancorp)

Good and Marketable Title. Such Selling Shareholder has and will at the Closing Time have good valid and marketable title to the Securities to be sold by such Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (CSK Auto Corp)

Good and Marketable Title. Such Selling Shareholder has and will at ------------------------- the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Ixl Enterprises Inc)

Good and Marketable Title. Such The Selling Shareholder Stockholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such the Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such the Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Utstarcom Inc)

Good and Marketable Title. Such The Selling Shareholder has and will at the Closing Time have good valid and marketable title to the Securities to be sold by such Selling Shareholder it hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such the Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (CSK Auto Corp)

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Good and Marketable Title. Such The Selling Shareholder has Stockholder has, and ------------------------- will at the Closing Time have have, good and marketable title to the Securities to be sold by such the Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such the Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Underwriting Agreement (Yuasa Inc)

Good and Marketable Title. Such The Selling Shareholder has and will at the Closing Time have good and marketable title to the Securities Initial Shares to be sold by such the Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities Initial Shares and payment of the purchase price therefor as herein contemplated, assuming the Underwriter has Underwriters have no notice of any adverse claim, the Underwriter Underwriters will receive good and marketable title to the Securities Initial Shares purchased by it them from such the Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Underwriting Agreement (Teligent Inc)

Good and Marketable Title. || Such Selling Shareholder Stockholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Titan Corp)

Good and Marketable Title. Such Selling Shareholder has and will at the Closing Time have good ------------------------- and marketable title to the Securities Shares to be sold by such Selling Shareholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities Shares and payment of the purchase price therefor as herein contemplated, assuming the Underwriter Purchaser has no notice of any adverse claim, the Underwriter Purchaser will receive good and marketable title to the Securities Shares purchased by it from such Selling Shareholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind. The sale of the Shares pursuant to this Agreement is not prohibited by any law or governmental regulation applicable to such Selling Shareholder.

Appears in 1 contract

Samples: Purchase Agreement (Wesley Jessen Visioncare Inc)

Good and Marketable Title. Such Selling Shareholder Stockholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Utstarcom Inc)

Good and Marketable Title. Such The Selling Shareholder Stockholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such the Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the Underwriter Xxxxxxx Xxxxx has no notice of any adverse claim, the Underwriter Xxxxxxx Xxxxx will receive good and marketable title to the Securities purchased by it from such the Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Whiting Petroleum Corp)

Good and Marketable Title. Such The Selling Shareholder Stockholder has and ------------------------- will at the Closing Time have good and marketable title to the Securities to be sold by such the Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity claim or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor thereof as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such the Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Microstrategy Inc)

Good and Marketable Title. Such Selling Shareholder Stockholder has and or will at the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Bally Total Fitness Holding Corp)

Good and Marketable Title. Such The Selling Shareholder Stockholder has and will at the Closing Time have good and marketable title to the Securities to be sold by such Selling Shareholder Stockholder hereunder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind, other than pursuant to this Underwriting Agreement; and upon delivery of such Securities and payment of the purchase price therefor as herein contemplated, assuming the each such Underwriter has no notice of any adverse claim, each of the Underwriter Underwriters will receive good and marketable title to the Securities purchased by it from such Selling ShareholderStockholder, free and clear of any security interest, mortgage, pledge, lien, charge, claim, equity or encumbrance of any kind.

Appears in 1 contract

Samples: Purchase Agreement (Rhythms Net Connections Inc)

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