Ownership and Transfer of Shares. 3.1 The Seller is the sole legal holder of record and beneficial owner of the Shares, free and clear of any Encumbrances. 3.2 The Seller has the power and authority to sell, transfer, assign and deliver the Shares as provided in this Agreement, and such delivery will convey to the Purchaser good and valid title to the Shares, free and clear of all Encumbrances and any other limitation or restriction (including any restriction on the right to vote, sell or otherwise dispose of the Shares), other than restrictions on transfer imposed by applicable Law.
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Samples: Share Purchase Agreement (AerCap Holdings N.V.), Share Purchase Agreement (American International Group Inc)
Ownership and Transfer of Shares. 3.1 The Seller is the sole legal holder of record and beneficial owner of the Shares, Shares free and clear of any Encumbrances.
3.2 and all Liens (other than restrictions on transfer imposed under applicable state and federal securities Laws). The Seller has the full power and authority to sell, transfer, assign and deliver the Shares as provided in this Agreement, and such delivery will convey to the Purchaser Buyer good and valid title to the such Shares, free and clear of any and all Encumbrances and any other limitation or restriction Liens (including any restriction on the right to vote, sell or otherwise dispose of the Shares), other than restrictions on transfer imposed by under applicable Lawstate and federal securities Laws).
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (SOCIAL REALITY, Inc.)
Ownership and Transfer of Shares. 3.1 The Seller is the sole legal holder of record and beneficial owner of the Shares, free and clear of any Encumbrances.
3.2 The and all Liens. Seller has the corporate power and authority to sell, transfer, assign and deliver the Shares as provided in this Agreement, and such delivery will convey to the Purchaser good and valid marketable title to the Shares, free and clear of any and all Encumbrances and Liens. Other than this Agreement, the Shares are not subject to any voting trust agreement or other limitation contact, agreement, arrangement, commitment or restriction (understanding, including any restriction on the right to votesuch agreement, sell arrangement, commitment or understanding restricting or otherwise dispose relating to the voting, dividend rights or disposition of the Shares), other than restrictions on transfer imposed by applicable Law.
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Ownership and Transfer of Shares. 3.1 The Seller is the sole legal holder of record and beneficial owner of the Shares and the Option Shares, free and clear of any Encumbrances.
3.2 The Seller has the power and authority to sell, transfer, assign and deliver the Shares and the Option Shares as provided in this Agreement, and such delivery will convey to the Purchaser good and valid title to the Shares and the Option Shares, free and clear of all Encumbrances and any other limitation or restriction (including any restriction on the right to vote, sell or otherwise dispose of the Shares or the Option Shares), other than restrictions on transfer imposed by applicable Law.
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Samples: Share Purchase Agreement (American International Group Inc)