Common use of Legal and Beneficial Ownership of the Sale Shares Clause in Contracts

Legal and Beneficial Ownership of the Sale Shares. (a) the Seller is the sole legal and beneficial owner of the Sale Shares and has the exclusive right to exercise all voting and other rights over and in respect thereof. The Sale Shares held by it are fully paid up and are held by the Seller in compliance with Applicable Law; (b) the Seller has a clear and marketable title to the Sale Shares, free from all Encumbrances, and the Seller has not executed any agreement to give or create any Encumbrance over or affecting such Sale Shares and no claim has been made by any Person to be entitled to any such Encumbrance; (c) the Seller does not have any outstanding or disputed tax liability or pending tax proceedings, in India, that may: (i) warrant the transaction of sale of the Sale Shares to be rendered void under section 281 of the IT Act(ii) affect the validity and marketability of the title of the Sale shares; or (iii) the ability of the Seller to sell the Sale Shares to the Purchaser, or the Purchaser to acquire the title to the Sale Shares pursuant to pursuant to its purchase, in accordance with the terms of this Agreement; (d) the Sale Shares will be transferred free from any Encumbrances, claim or demand to the Purchaser ; (e) the Seller has not committed or omitted any act, deed, matter or thing whereby the Sale Shares can be forfeited, extinguished or rendered void or voidable; and (f) the Seller has not received any notice in respect of any action, suit or proceeding and there is no litigation pending or to the best of its knowledge threatened against or otherwise relating to or affecting the Seller that would give rise or serve as the basis for a cause of action to prevent the Seller from entering into or consummating the terms of this Agreement.

Legal and Beneficial Ownership of the Sale Shares. (a) the Relevant Seller is the sole legal and beneficial owner of the Sale Shares set out against its name in the “Sale Shares” table in Annexure I (being its “portion” of the Sale Shares) and has the exclusive right to exercise all voting and other rights over and in respect thereof. The Sale Shares held by it are fully paid up and are held by the Seller in compliance with Applicable Law; (b) the Relevant Seller has a clear and marketable title to its portion of the Sale Shares, free from all Encumbrances, and the Seller has not executed any there is no agreement or commitment to give or create any Encumbrance over or affecting such Sale Shares and no claim has been made by any Person to be entitled to any such Encumbrance; (c) the Sale Shares have been validly issued to the Relevant Seller does not have any outstanding or disputed tax liability or pending tax proceedingsin accordance with Applicable Laws, in India, that may: (i) warrant the transaction of sale of and the Sale Shares to be rendered void under section 281 of the IT Act(ii) affect the validity and marketability of the title of the Sale shares; or (iii) the ability of the held by Seller to sell the Sale Shares to the Purchaser, or the Purchaser to acquire the title to the Sale Shares pursuant to pursuant to its purchase, 1 are held in accordance with the terms of this Agreementdematerialised form; (d) on the Completion Date, the Relevant Seller's portion of the Sale Shares will be transferred free from any Encumbrances, claim or demand to the Purchaser each Purchaser; (e) the Relevant Seller has not committed or omitted any act, deed, matter or thing whereby its portion of the Sale Shares can be forfeited, extinguished or rendered void or voidable; and; (f) the Relevant Seller has not received any notice in respect of any action, suit or proceeding and there is no litigation pending or to the best of its knowledge threatened against or otherwise relating to or affecting the Relevant Seller that would give rise or serve as the basis for a cause of action to prevent the Relevant Seller from entering into or consummating the terms of this Agreement.; and (g) the Relevant Seller’s portion of the Sale Shares are fully paid-up;

Legal and Beneficial Ownership of the Sale Shares. (a) the Relevant Seller is the sole legal and beneficial owner of his portion of the Sale Shares and has the exclusive right to exercise all voting and other rights over and in respect thereof. The Sale Shares held by it are fully paid up and are held by the Seller in compliance with Applicable Law; (b) the Relevant Seller has a clear and marketable title to his portion of the Sale Shares, free from all Encumbrances, and the Seller has not executed any there is no agreement or commitment to give or create any Encumbrance over or affecting such Sale Shares and no claim has been made by any Person to be entitled to any such Encumbrance; (c) the Sale Shares have been validly issued to the Relevant Seller in accordance with Applicable Laws; (d) the Relevant Seller does not have any outstanding or disputed tax liability or pending tax proceedings, in India, notified in writing by the Tax Authorities, that may: (i) may warrant the transaction of sale of the his portion of the Sale Shares to be rendered void under section Section 281 of the IT Act(ii) affect the validity and marketability of the title of the Sale shares; or (iii) the ability of the Seller to sell the Sale Shares to the Purchaser, or the Purchaser to acquire the title to the Sale Shares pursuant to pursuant to its purchase, in accordance with the terms of this AgreementAct; (de) on the Completion Date, the Relevant Seller's portion of the Sale Shares will be transferred free from any Encumbrances, claim or demand to the Purchaser Purchaser; (ef) the Relevant Seller has not committed or omitted any act, deed, matter or thing whereby his portion of the Sale Shares can be forfeited, extinguished or rendered void or voidable; and; (fg) the Relevant Seller has not received any notice in respect of any action, suit or proceeding and there is no litigation pending or to the best of its his knowledge threatened against or otherwise relating to or affecting the Relevant Seller that would give rise or serve as the basis for a cause of action to prevent the Relevant Seller from entering into or consummating the terms of this Agreement; and (h) the Relevant Seller’s portion of the Sale Shares are fully paid-up.

Legal and Beneficial Ownership of the Sale Shares. (a) the Seller is the sole legal and beneficial owner of the Sale Shares and has the exclusive right to exercise all voting and other rights over and in respect thereof. The Sale Shares held by it are fully paid up and are held by the Seller in compliance with Applicable Law; (b) the Seller has a clear and marketable title to the Sale Shares, free from all Encumbrances, and the Seller has not executed any there is no agreement or commitment to give or create any Encumbrance over or affecting such Sale Shares and no claim has been made by any Person to be entitled to any such Encumbrance; (c) the Sale Shares have been validly issued to the Seller in accordance with Applicable Laws; (d) the Seller does not have any outstanding or disputed tax liability or pending tax proceedings, in India, that may: (i) may warrant the transaction of sale of the Sale Shares to be rendered void under section 281 of the IT Act(ii) affect the validity and marketability of the title of the Sale shares; or (iii) the ability of the Seller to sell the Sale Shares to the Purchaser, or the Purchaser to acquire the title to the Sale Shares pursuant to pursuant to its purchase, in accordance with the terms of this AgreementAct; (de) on the Completion Date, the Sale Shares will be transferred free from any Encumbrances, claim or demand to the Purchaser Purchaser; (ef) the Seller has not committed or omitted any act, deed, matter or thing whereby the Sale Shares can be forfeited, extinguished or rendered void or voidable; and; (fg) the Seller has not received any notice in respect of any action, suit or proceeding and there is no litigation pending or to the best of its knowledge threatened against or otherwise relating to or affecting the Seller that would give rise or serve as the basis for a cause of action to prevent the Seller from entering into or consummating the terms of this Agreement.; and (h) the Sale Shares are fully paid-up;

Legal and Beneficial Ownership of the Sale Shares. (a) the Seller is the sole legal and beneficial owner of the Sale Shares and has the exclusive right to exercise all voting and other rights over and in respect thereof. The Sale Shares held by it are fully paid up and are held by the Seller in compliance with Applicable Law; (b) the Seller has a clear and marketable title to the Sale Shares, free from all Encumbrances, and the Seller has not executed any there is no agreement or commitment to give or create any Encumbrance over or affecting such Sale Shares and no claim has been made by any Person to be entitled to any such Encumbrance; (c) the Sale Shares have been validly issued to the Seller in accordance with Applicable Laws; (d) the Seller does not have any outstanding or disputed tax liability or pending tax proceedings, in India, notified in writing by the Tax Authorities, that may: (i) may warrant the transaction of sale of the Sale Shares to be rendered void under section Section 281 of the IT Act(ii) affect the validity and marketability of the title of the Sale shares; or (iii) the ability of the Seller to sell the Sale Shares to the Purchaser, or the Purchaser to acquire the title to the Sale Shares pursuant to pursuant to its purchase, in accordance with the terms of this AgreementAct; (de) on the Completion Date, the Sale Shares will be transferred free from any Encumbrances, claim or demand to the Purchaser each relevant Purchaser; (ef) the Seller has not committed or omitted any act, deed, matter or thing whereby the Sale Shares can be forfeited, extinguished or rendered void or voidable; and; (fg) the Seller has not received any notice in respect of any action, suit or proceeding and there is no litigation pending or to the best of its his knowledge threatened against or otherwise relating to or affecting the Seller that would give rise or serve as the basis for a cause of action to prevent the Seller from entering into or consummating the terms of this Agreement; and (h) the Sale Shares are fully paid-up.