Common use of Ownership and Transfer Clause in Contracts

Ownership and Transfer. The Seller beneficially owns the Sale Shares, free and clear of any Liens and any other limitation or restriction (including any restriction on the right to vote, sell or otherwise dispose of the Sale Shares, other than restrictions pursuant to applicable securities law), and will transfer and deliver to the Purchaser at the Closing valid, good and marketable title to the Sale Shares free and clear of any Lien and any such limitation or restriction.

Ownership and Transfer. The Seller beneficially owns the Sale Shares, free and clear of any Liens and any other limitation or restriction (including any restriction on the right to vote, sell or otherwise dispose of the Sale Shares, other than restrictions pursuant to applicable securities law), and will transfer and deliver to the Purchaser (i) at the Closing First Closing, valid, good and marketable title to the First Closing Sale Shares and (ii) at the Second Closing, valid, good and marketable title to the Second Closing Sale Shares, in each case free and clear of any Lien and any such limitation or restriction.