Common use of Ownership of Securities Clause in Contracts

Ownership of Securities. The Investor owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities free and clear of all rights and liens (other than pledges or security interests (x) arising by operation of applicable securities laws and (y) that the Investor may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor has full power and authority to transfer and dispose of the Securities to the Company free and clear of any right or lien. Other than the transactions contemplated by this Agreement, there is no outstanding, plan, pending proposal, or other right of any Person to acquire all or any part of the Securities or any shares of Common Stock issuable upon conversion of the Securities.

Appears in 6 contracts

Samples: Exchange Agreement (Madison Technologies Inc.), Exchange Agreement (Madison Technologies Inc.), Exchange Agreement (Truli Technologies, Inc.)

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Ownership of Securities. The Investor Holder owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities free and clear of all rights and liens (other than pledges or security interests (x) arising by operation of applicable securities laws and (y) that the Investor Holder may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor Holder has full power and authority to transfer and dispose of the Securities to the Company free and clear of any right or lien. Other than the transactions contemplated by this Agreement, there is no outstanding, plan, pending proposal, or other right of any Person to acquire all or any part of the Securities or any shares of Common Stock issuable upon conversion of the Securities.

Appears in 3 contracts

Samples: Exchange Agreement (Boston Therapeutics, Inc.), Exchange Agreement (Boston Therapeutics, Inc.), Exchange Agreement (OncBioMune Pharmaceuticals, Inc)

Ownership of Securities. The Investor owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities Original Note free and clear of all rights and liens (other than pledges or security interests (x) arising by operation of applicable securities laws and (y) that the Investor may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor has full power and authority to transfer and dispose of the Securities Original Note to the Company free and clear of any right or lien. Other than the transactions contemplated by this Agreement, there is no outstanding, plan, pending proposal, or other right of any Person person or entity to acquire all or any part of the Securities Original Note or any shares of Common Stock issuable upon conversion the delivery of the SecuritiesIssuance Notice and corresponding deduction of the face amount of the New Note.

Appears in 2 contracts

Samples: Exchange Agreement (DPW Holdings, Inc.), Exchange Agreement (DPW Holdings, Inc.)

Ownership of Securities. The Investor owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities Original Note free and clear of all rights and liens (other than pledges or security interests (x) arising by operation of applicable securities laws and (y) that the Investor may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor has full power and authority to transfer and dispose of the Securities Original Note to the Company free and clear of any right or lien. Other than the transactions contemplated by this Agreement, there is no outstanding, plan, pending proposal, or other right of any Person person or entity to acquire all or any part of the Securities Original Note or any shares of Common Stock issuable upon conversion the delivery of the SecuritiesIssuance Notice and corresponding deduction of the face amount of the New Note, or pursuant to the terms of the Warrant.

Appears in 2 contracts

Samples: Exchange Agreement (DPW Holdings, Inc.), Exchange Agreement (DPW Holdings, Inc.)

Ownership of Securities. The Investor owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities Notes free and clear of all rights and liens (other than pledges or security interests (x) arising by operation of applicable securities laws and (y) that the Investor may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor has full power and authority to transfer and dispose of the Securities Notes to the Company free and clear of any right or lien. Other than the transactions contemplated by this Agreement, there is no outstanding, plan, pending proposal, or other right of any Person to acquire all or any part of the Securities Notes or any shares of Common Stock issuable upon conversion of the SecuritiesDebenture.

Appears in 1 contract

Samples: Exchange Agreement (Parallax Health Sciences, Inc.)

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Ownership of Securities. The Investor Holder owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities free and clear of all rights and liens (other than pledges or security interests (x) arising by operation of applicable securities laws and (y) that the Investor Holder may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor Holder has full power and authority to transfer and dispose of the Securities to the Company free and clear of any right or lien. Other than the transactions contemplated by this Agreement, there is no outstanding, plan, pending proposal, or other right of any Person to acquire all or any part of the Securities or any shares of Common Stock issuable upon conversion of the Securities.

Appears in 1 contract

Samples: Exchange Agreement (Better Choice Co Inc.)

Ownership of Securities. The Investor owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities Note free and clear of all rights and liens (other than pledges or security interests (x) arising by operation of applicable securities laws and (y) that the Investor may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor has full power and authority to transfer and dispose of the Securities Note to the Company free and clear of any right or lien. Other than the transactions contemplated by this AgreementAgreement and the New Note, there is no outstanding, plan, pending proposal, or other right of any Person person or entity to acquire all or any part of the Securities Note or any shares of Common Stock issuable upon conversion the delivery of the SecuritiesIssuance Notice and corresponding deduction of the face amount of the New Note.

Appears in 1 contract

Samples: Exchange Agreement (DPW Holdings, Inc.)

Ownership of Securities. The Investor owns and holds, beneficially and of record, the entire right, title, and interest in and to the Securities Note free and clear of all rights and liens (other than pledges or security interests (xi) arising by operation of applicable securities laws and (yii) that the Investor may have created in favor of a prime broker under and in accordance with its prime brokerage agreement with such broker). The Investor has full power and authority to transfer and dispose of the Securities Note to the Company free and clear of any right or lien. Other than the transactions contemplated by this AgreementAgreement and the New Note, there is no outstanding, plan, pending proposal, or other right of any Person person or entity to acquire all or any part of the Securities Note or any shares of Common Stock issuable upon conversion the delivery of an Issuance Notice and corresponding deduction of the Securitiesface amount of the New Note.

Appears in 1 contract

Samples: Exchange Agreement (DPW Holdings, Inc.)

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