Common use of Ownership and Transfer of Shares Clause in Contracts

Ownership and Transfer of Shares. Except as set forth on Schedule 5.4, Seller is the record and beneficial owner of the Shares, free and clear of any and all Liens. Seller has the power and authority to sell, transfer, assign and deliver such Shares as provided in this Agreement, and such delivery will convey to Purchaser good and marketable title to such Shares, free and clear of any and all Liens. Seller is not a party to any voting trust or other Contract with respect to the voting, redemption, sale, transfer or other disposition of the Shares, and has not granted any proxy, in whole or in part, with respect to the Shares.

Ownership and Transfer of Shares. Except as set forth on Schedule 5.4, The Seller is the record and beneficial owner of the Shares, free and clear of any and all Liens. The Seller has the corporate power and authority to sell, transfer, assign and deliver such Shares as provided in this Agreement, and such delivery will convey to the Purchaser good and marketable title to such Shares, free and clear of any and all Liens. Seller is not a party to any voting trust or other Contract with respect to the voting, redemption, sale, transfer or other disposition of the Shares, and has not granted any proxy, in whole or in part, with respect to the Shares.

Ownership and Transfer of Shares. Except as set forth on Schedule 5.4, Seller is the record and beneficial owner of the Shares, free and clear of any and all LiensSecurity Interests (other than restrictions under the Securities Act and state securities laws). Seller has the corporate power and authority to sell, transfer, assign and deliver such Shares as provided in this Agreement, and such delivery will convey to Purchaser Buyer good and marketable title to such Shares, free and clear of any and all Liens. Seller is not a party to any voting trust or other Contract with respect to the voting, redemption, sale, transfer or other disposition of the Shares, and has not granted any proxy, in whole or in part, with respect to the SharesSecurity Interests.

Ownership and Transfer of Shares. Except as set forth on Schedule 5.44.7, the Seller is the record and beneficial owner of the Shares, free and clear of any and all LiensLIENS. The Seller has the corporate power and authority to sell, transfer, assign and deliver such Shares as provided in this Agreement, and such delivery will convey to the Purchaser good and marketable title to such Shares, free and clear of any and all Liens. Seller is not a party to any voting trust or other Contract with respect to the voting, redemption, sale, transfer or other disposition of the Shares, and has not granted any proxy, in whole or in part, with respect to the SharesLIENS.

Ownership and Transfer of Shares. Except as set forth on Schedule 5.4, The Seller is the record and beneficial owner of of, and has good and valid title to, the Shares, which ownership as of the Effective Time shall be free and clear of any and all LiensLIENS. The Seller has the corporate power and authority to sell, transfer, assign and deliver such Shares as provided in this Agreement, and such delivery will convey to the Purchaser good and marketable valid title to such Shares, free and clear of any and all Liens. Seller is not a party to any voting trust or other Contract with respect to the voting, redemption, sale, transfer or other disposition Liens as of the Shares, and has not granted any proxy, in whole or in part, with respect to the SharesEffective Time.