Common use of No Claim Regarding Ownership or Sale Proceeds Clause in Contracts

No Claim Regarding Ownership or Sale Proceeds. There must not have been made or Threatened by any Person any claim asserting that such Person (other than a Shareholder) (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any stock of, or any other voting, equity, or ownership interest in, Company, or (b) is entitled to all or any portion of the Merger Consideration.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Shaw Industries Inc), Agreement and Plan of Merger (Saul Julian)

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No Claim Regarding Ownership or Sale Proceeds. There must not have been made or Threatened by any Person any claim asserting that such Person (other than a Shareholder) (ai) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any stock membership interest of, or any other voting, equity, or ownership interest in, the Company, or (bii) is entitled to all or any portion of the Merger ConsiderationPurchase Price payable for the Acquired Membership Interests.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Management Network Group Inc)

No Claim Regarding Ownership or Sale Proceeds. There must not have been made or Threatened by any Person any claim asserting that such Person (other than a Shareholder) (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital stock of, or any other voting, equity, or ownership interest in, Companyeither of the Companies, or (b) is entitled to all or any portion of the Merger Stock Purchase Consideration.

Appears in 1 contract

Samples: Stock Purchase Agreement (Per Se Technologies Inc)

No Claim Regarding Ownership or Sale Proceeds. There must not have been made or Threatened by any Person any claim asserting that such Person (other than a Shareholder) (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital stock of, or any other voting, equity, or ownership interest in, the Company, or (b) is entitled to all or any portion of the Merger Consideration.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Southwest Water Co)

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No Claim Regarding Ownership or Sale Proceeds. There must shall not have been made or Threatened by any Person any claim asserting that such Person (other than a Shareholder) (ai) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital stock of, or any other voting, equity, or ownership interest in, Company, the Company or (bii) is entitled to all or any portion of the Merger ConsiderationPurchase Price.

Appears in 1 contract

Samples: Stock Purchase Agreement (LIVE VENTURES Inc)

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