Common use of Ownership and Transfer of Offered Shares Clause in Contracts

Ownership and Transfer of Offered Shares. (a) Such Selling Shareholder is the only record and beneficial owner of the Offered Shares held by such Selling Shareholder and has valid title to such Offered Shares, free and clear of any and all Encumbrances other than restrictions set forth in the Company's Amended and Restated Shareholders Agreement dated July 29, 2005, which restrictions will terminate as of the Closing. Such Selling Shareholder has the corporate or other applicable organizational power and authority to sell, transfer, assign and deliver such Offered Shares as provided in this Agreement, and such delivery will convey to Buyer valid title to such Offered Shares, free and clear of any and all Encumbrances.

Ownership and Transfer of Offered Shares. (a) Such Selling Shareholder is the only record and beneficial owner of the Offered Shares held by such Selling Shareholder and has valid title to such Offered Shares, free and clear of any and all Encumbrances other than restrictions set forth in the Company's Amended and Restated ’s Shareholders Agreement dated July 29December 7, 20052006 (to the extent such Selling Shareholder is a party thereto, or otherwise bound thereby), which restrictions will terminate as of the First Closing. Such Selling Shareholder has the corporate or other applicable organizational power and authority to sell, transfer, assign and deliver such Offered Shares as provided in this Agreement, and such delivery will convey to Buyer valid title to such Offered Shares, free and clear of any and all Encumbrances.. Section 4.3

Ownership and Transfer of Offered Shares. (a) Such Selling Shareholder is the only record and beneficial owner of the Offered Shares held by such Selling Shareholder and has valid title to such Offered Shares, free and clear of any and all Encumbrances other than restrictions set forth in the Company's Amended and Restated ’s Shareholders Agreement dated July 29December 7, 20052006 (to the extent such Selling Shareholder is a party thereto, or otherwise bound thereby), which restrictions will terminate as of the First Closing. Such Selling Shareholder has the corporate or other applicable organizational power and authority to sell, transfer, assign and deliver such Offered Shares as provided in this Agreement, and such delivery will convey to Buyer valid title to such Offered Shares, free and clear of any and all Encumbrances.