Common use of NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS Clause in Contracts

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall not have been made or threatened by any Person any claim asserting that such Person (a) is the holder or 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, any of the Acquired Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 2 contracts

Samples: Stock Purchase Agreement (WHX Corp), Stock Purchase Agreement (Worthington Industries Inc)

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NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person any claim asserting that such Person (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital Membership Interests of the Company or any stock of, or any other voting, equity or ownership interest in, any of the other Acquired Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Lennox International Inc)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person any claim asserting that such Person (a) is the holder or the beneficial or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital Membership Interests of the Company of the Company or any stock of, or any other voting, equity or ownership interest in, any of the other Acquired Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Lennox International Inc)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall not have been made or threatened Threatened by any Person any claim asserting that such Person (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, securities or any other voting, equity or ownership interest in, any of in the Acquired Companies, Company or (b) is entitled to all or any portion of the Purchase Price payable for the SharesPrice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Alliance Bankshares Corp)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall not have been made or threatened Threatened by any Person any claim asserting that such Person (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital stock share of, or any other voting, equity or ownership interest in, any of the Acquired CompaniesXxxx, or (b) is entitled to all or any portion of the Purchase Price payable for the Xxxx Shares.

Appears in 1 contract

Samples: Merger Agreement (Production Resource Group LLC)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person (that is not a Seller) any claim asserting that such Person (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, of any capital stock of, or any other voting, equity equity, or ownership interest in, any of the Acquired Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the SharesPrice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Affinity Group Inc)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person any claim asserting that such Person (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital stock ofShares, or any other voting, equity or ownership interest in, any of the Acquired Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares, other than a claim for applicable withholding Taxes.

Appears in 1 contract

Samples: Share Purchase Agreement (Greatbatch, Inc.)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person any claim asserting that such Person (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 equity, or ownership interest in, any of the Acquired CompaniesCompany, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Global Gold Corp)

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NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person any claim asserting that such Person (a) is the holder or the beneficial or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, the Shares or any capital stock of, or any other voting, equity or ownership interest in, any of the other Acquired Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Lennox International Inc)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person any claim asserting that such Person (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital stock shares of, or any other voting, equity equity, or ownership interest in, any of the Acquired Subject Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Svi Holdings Inc)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall not have been made or threatened by any Person person any claim asserting that such Person (a) person is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital stock ofof the Shares, or any other voting, equity or ownership interest in, in any of the Acquired Group Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Fuisz Technologies LTD)

NO CLAIM REGARDING SHARE OWNERSHIP OR SALE PROCEEDS. There shall must not have been made or threatened Threatened by any Person any claim asserting that such Person (a) is the holder or the beneficial owner of, or has the right to acquire or to obtain beneficial ownership of, any capital Shares or any stock of, or any other voting, equity or ownership interest in, any of the other Acquired Companies, or (b) is entitled to all or any portion of the Purchase Price payable for the Shares.

Appears in 1 contract

Samples: Share Purchase Agreement (Lennox International Inc)

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