Ownership of Members Sample Clauses

Ownership of Members. No Member shall own greater than 24.9% of any class of securities of any other Member or any affiliate of any other Member without the prior written consent of such Member.
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Ownership of Members. Each of the Members owns the respective number of membership interests of FastFind as set forth in Schedule 1. Immediately prior to Closing, the Members shall: (A) have good and marketable title to and own, beneficially and of record, One Hundred Percent (100%) of the FastFind Membership Interests; (B) own the FastFind Membership Interests free and clear of all Liens of any nature whatsoever; and (C) have full voting power over all of the FastFind Membership Interests, subject to no proxy, operating agreement (other than the FastFind LLC Agreement), voting trust or other agreement relating to the voting of any of the FastFind Membership Interests. Other than this Agreement or the FastFind LLC Agreement, there is no agreement between FastFind and/or any of the Members and any other Person with respect to the disposition, pledge or hypothecation of any of the FastFind Membership Interests or otherwise relating to the FastFind Membership Interests.
Sample 1
Ownership of Members. 34 TABLE OF CONTENTS (continued)
Sample 1
Ownership of Members. As of the date of this Agreement, Capital Senior Living Corporation ("CSLC") and Capital (each, a "Capital Party") represent and warrant jointly and severally to PAMI that (a) CSLC owns of record and beneficially all of the outstanding capital stock of Capital and (b) CSLC owns of record and beneficially all of the outstanding capital stock of Capital Senior Living, Inc. Each Capital Party agrees that, unless PAMI has given its prior written consent, no Person other than a Permitted Affiliate will own capital stock of Capital or be granted any option or other contractual right to acquire any capital stock of Capital or the right to vote or take other action with respect to the capital stock of Capital. PAMI represents and warrants to Capital that all of its capital stock is owned of record and beneficially by Property Asset Management Inc., a wholly-owned indirect subsidiary of Lehman Brothers Holdings Inc. PAMI agrees that, unless Capital has xxxxx its prior written consent, no Person other than a Permitted Affiliate of PAMI will own capital stock of PAMI or be granted any option or other contractual right to acquire any capital stock of PAMI or the right to vote or take other action with respect to the capital stock of PAMI.
Sample 1

Related to Ownership of Members

  • Ownership of Membership Interests The Member shall own all of the membership interests in the Company and the Member shall have a 100% distributive share of the Company’s profits, losses and cash flow.

  • Ownership of Other Entities Other than the subsidiaries of the Company listed in Exhibit 21 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, the Company, directly or indirectly, owns no capital stock or other equity or ownership or proprietary interest in any corporation, partnership, association, trust or other entity.

  • Company Ownership of Other Entities The Company does not own an interest in any corporation, partnership, limited liability company, joint venture, trust or other entity.

  • Ownership of Interests The Interest Owners are the owners of all of the Interests, each owning the percentage set forth in Item 2(a) of Schedule 1, and have good and valid title thereto, with no restrictions on, or any agreements with respect to, voting rights or any other incidents of ownership thereof, except as set forth in the Company’s Organizational Documents. The Interests represent one hundred percent (100%) of the record and beneficial interests in the Company and all other right, title and interest in and to the equity of the Company. The Interest Owners have the absolute right to sell and transfer all of the Interests to Buyer free and clear of all Interest Liens. Each Interest Owner acquired its Interest in compliance with all applicable laws. On consummation of the Contemplated Transactions, in accordance with the terms hereof, Buyer will acquire good and marketable title to the Interests free and clear of all Interest Liens.

  • Joint Ownership of Interests A Partnership Interest may be acquired by two individuals as joint tenants with right of survivorship, provided that such individuals either are married or are related and share the same home as tenants in common. The written consent or vote of both owners of any such jointly held Partnership Interest shall be required to constitute the action of the owners of such Partnership Interest; provided, however, that the written consent of only one joint owner will be required if the Partnership has been provided with evidence satisfactory to the counsel for the Partnership that the actions of a single joint owner can bind both owners under the applicable laws of the state of residence of such joint owners. Upon the death of one owner of a Partnership Interest held in a joint tenancy with a right of survivorship, the Partnership Interest shall become owned solely by the survivor as a Limited Partner and not as an assignee. The Partnership need not recognize the death of one of the owners of a jointly-held Partnership Interest until it shall have received notice of such death. Upon notice to the General Partner from either owner, the General Partner shall cause the Partnership Interest to be divided into two equal Partnership Interests, which shall thereafter be owned separately by each of the former owners.

  • Ownership of the Company At all times while this Parent Guarantee Agreement is in effect and while any of the obligations of the Parent Guarantor hereunder remain outstanding, one hundred percent (100%) of the outstanding capital stock of the Company shall be owned by the Parent Guarantor.

  • Ownership of Shares The ownership of Shares shall be recorded on the books of the Trust or a transfer or similar agent for the Trust, which books shall be maintained separately for the Shares of each Series (and class). No certificates evidencing the ownership of Shares shall be issued except as the Board of Trustees may otherwise determine from time to time. The Trustees may make such rules as they consider appropriate for the transfer of Shares of each Series (and class) and similar matters. The record books of the Trust as kept by the Trust or any transfer or similar agent, as the case may be, shall be conclusive as to the identity of the Shareholders of each Series (and class) and as to the number of Shares of each Series (and class) held from time to time by each Shareholder.

  • Ownership of Marks Each party acknowledges and agrees that (a) the other party's Marks are and shall remain the sole property of the other party, (b) nothing in the Agreement shall confer in a party any right of ownership or license rights in the other party's Marks, and (c) neither party shall register the other party's Marks in any jurisdiction. In addition, Licensee acknowledges and agrees that (i) the Marks of Third-Party Licensors are and shall remain the sole property of such Third- Party Licensors, (ii) nothing in the Agreement shall confer in Licensee any right of ownership or license rights in the Marks of Third-Party Licensors, and (iii) Licensee shall not register the Marks of Third-Party Licensors. Without limiting the generality of the foregoing, Licensee agrees not to use or adopt any trade name, trademark, logo or service mark which is so similar to Fannie Mae's Marks or the Marks of Third-Party Licensors as to be likely to cause deception or confusion, or which is graphically or phonetically similar to any of Fannie Mae's Marks or the Marks of Third-Party Licensors.

  • Ownership of Company Shares The Shareholder is the record and/or “beneficial owner” (as defined in Rule 13d-3 under the Securities Exchange Act of 1934, as amended, which meaning will apply for all purposes of this Agreement) of the number of outstanding Company Shares set forth in the recitals to this Agreement. Also set forth in the recitals to this Agreement is the number of Company Shares issuable upon the exercise of the Options. The Shareholder holds the requisite power to vote the number of Company Shares set forth in the recitals to this Agreement.

  • Ownership of Company Stock None of the Investor nor any of its controlled Affiliates owns any capital stock or other equity or equity-linked securities of the Company.

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