Good Title to Shares. Such Selling Stockholder has, and on each Closing Date will have, valid title to the Shares to be sold by such Selling Stockholder and the legal right and power, and all authorization and approval required by law, to enter into this Agreement, the Custody Agreement and the Power of Attorney and to sell, transfer and deliver the Shares to be sold by such Selling Stockholder.
Good Title to Shares. Seller has, and on the Closing Date will have, valid title to the Shares to be sold by Seller and the legal right and power, and all authorization and approval required by law, to enter into this Agreement, and to sell, transfer, and deliver the Shares to be sold by Seller.
Good Title to Shares. Such Selling Shareholder has, and on each Closing Date will have, valid title to the Shares to be sold by such Selling Shareholder and the legal right and power, and all authorization and approval required by law, to enter into this Agreement, the Custody Agreement and the Power of Attorney and to sell, transfer and deliver the Shares to be sold by such Selling Shareholder and all authorizations and approvals required by law and under its charter or bylaws, partnership agreement, trust agreement or other organizational documents to enter into this Agreement, the Custody Agreement and the Power of Attorney, to sell and deliver the Shares to be sold by such Selling Shareholder pursuant to this Agreement and to comply with its other obligations hereunder and thereunder have been obtained.
Good Title to Shares. Upon the consummation of the transactions contemplated herein and the conversion of all shares of the Company's preferred stock, no par value per share ("Preferred Shares"), into Shares (if such Selling Stockholder holds any Preferred Shares), such Selling Stockholder will have valid title to the Shares to be sold by such Selling Stockholder and the legal right and power, and all authorization and approval required by law, to enter into this Agreement, the Custody Agreement and the Power of Attorney and to sell, transfer and deliver the Shares to be sold by such Selling Stockholder.
Good Title to Shares. 10 2.5. Delivery of Common Shares.........................................10 2.6.
Good Title to Shares. At the Closing, each Seller will deliver to the Purchaser good title to the Shares held by such Seller, free and clear of all Liens.
Good Title to Shares. Each of the Seller and the Other ----------------------- Selling Shareholders has good and valid title to the Shares and the Additional Shares, as the case may be, free and clear of all claims, liens and encumbrances; and upon delivery of the Shares and Additional Shares and payment therefor pursuant hereto, good and valid title to the Shares and Additional Shares, free and clear of all claims, liens and encumbrances, will pass to the Buyer.
Good Title to Shares. (a) Such Selling Stockholder is, or in the case of the Selling Stockholders identified on Schedule G hereto, upon the exercise of options or warrants, as the case may be, with respect to underlying shares of Common Stock, such Selling Stockholder will be on the Closing Date, the lawful owner of the Firm Shares to be sold by such Selling Stockholder pursuant to this Agreement and (b) such Selling Stockholder, other than those Selling Stockholders identified on Schedule G prior to the exercise of options or warrants, as the case may be, with respect to underlying shares of Common Stock, has and each such Selling Stockholder on the Closing Date will have, valid title to the Firm Shares to be sold by such Selling Stockholder free and clear of any security interests, claims, liens, equities and other encumbrances and the legal right and power, and all authorization and approval required by law, to enter into this Agreement, the Custody Agreement and the Power of Attorney and to sell, transfer and deliver the Firm Shares to be sold by such Selling Stockholder. The Firm Shares to be sold by such Selling Stockholder are not subject to any preemptive rights, rights of first refusal or similar rights to subscribe for or to purchase or acquire any of such Firm Shares.
Good Title to Shares. 5 Section 3.2. Capitalization of RSA SLISI.............................................. 5 Section 3.3. Organization and Standing of RSA SLISI................................... 5 Section 3.4. Permit................................................................... 6 Section 3.5. Assets and Property; No Liabilities...................................... 6 Section 3.6. Authority; No Conflict................................................... 6 Section 3.7.
Good Title to Shares. Seller has good and valid title to the Shares free and clear of any lien, charge, proxy or encumbrance. The Shares are duly authorized, validly issued, fully paid, non-assessable and free of preemptive rights or right of first refusal or other right or restriction.
