Common use of Ownership of Subject Shares Clause in Contracts

Ownership of Subject Shares. Stockholder is the record and beneficial owner of, and has good and valid title to, the Subject Shares, free and clear of all Liens, except for any Liens created by this Agreement. Stockholder does not own, of record or beneficially, any Parent Securities other than the Subject Shares. Stockholder has the sole right to vote the Subject Shares, and none of the Subject Shares is subject to any voting trust or other agreement, arrangement or restriction with respect to the voting of the Subject Shares, except as contemplated by this Agreement.

Appears in 7 contracts

Samples: Transaction Agreement (Weyerhaeuser Real Estate Co), Voting Agreement (Weyerhaeuser Co), Transaction Agreement (Weyerhaeuser Co)

AutoNDA by SimpleDocs

Ownership of Subject Shares. As of the date hereof, Stockholder is the sole record and and/or beneficial owner of, and has good and valid title to, the Subject SharesShares listed on Schedule A, free and clear of all Liens, except for any Liens created by this Agreement. Stockholder does not own, of record or beneficially, any Parent Securities shares of capital stock of the Company other than the Subject Shares. Shares set forth on Schedule A. Stockholder has the sole right to vote the its Subject Shares, and none of the Subject Shares is subject to any voting trust or other agreement, arrangement or restriction with respect to the voting of the Subject Shares, except as contemplated by this Agreement.

Appears in 3 contracts

Samples: Voting Agreement (Rafael Holdings, Inc.), Voting Agreement (Cyclo Therapeutics, Inc.), Voting Agreement (Cyclo Therapeutics, Inc.)

Ownership of Subject Shares. Such Stockholder is the record and beneficial owner of, and has good and valid title to, of the Subject Shares, free and clear of all Liens, except for any Liens created by this Agreement. Stockholder does not own, Lien and any other limitation or restriction (including any restriction on the right to vote or otherwise dispose of record or beneficially, any Parent Securities other than the Subject Shares) other than pursuant to the Stockholders’ Agreement. Stockholder has Except for the sole right to vote the Subject SharesStockholders’ Agreement, and none of the Subject Shares is subject to any voting trust or other agreement, arrangement or restriction instrument with respect to the voting of the Subject Shares, except as contemplated by this Agreementsuch shares.

Appears in 2 contracts

Samples: Stockholder Agreement (Neiman Marcus, Inc.), Stockholder Agreement (Neiman Marcus Group Inc)

Ownership of Subject Shares. Such Stockholder is the record and and/or beneficial owner of, (as defined in Rule 13d-3 under the Exchange Act) of all such Stockholder’s Subject Shares and has good and valid title to, the to all such Subject Shares, Shares free and clear of all any Liens, except for any Liens created by that may be imposed pursuant to this Agreement. Stockholder does not own, of record or beneficially, Agreement and any Parent Securities other than the Subject Shares. Stockholder has the sole right to vote the Subject Shares, and none of the Subject Shares is subject to any voting trust or other agreement, arrangement or restriction with respect to the voting of the Subject Shares, except as contemplated by this Agreementrestrictions on transfer under applicable securities laws.

Appears in 2 contracts

Samples: Support Agreement (Dare Bioscience, Inc.), Support Agreement (Cerulean Pharma Inc.)

Ownership of Subject Shares. Such Stockholder is the record and beneficial owner of, and has good and valid title to, of the Subject SharesShares set forth beside its, his or her name on Exhibit A hereto, free and clear of all Liens, except for any Liens created by this Agreement. Stockholder does not own, of record or beneficially, any Parent Securities other than restriction on the right to vote such Subject Shares. Stockholder has the sole right to vote the Subject Shares, and none None of the such Subject Shares is subject to any voting trust or other agreement, agreement or arrangement or restriction with respect to the voting of the such Subject Shares, except as contemplated by this Agreement.

Appears in 2 contracts

Samples: Stockholders Agreement (Diversa Corp), Stockholders Agreement (Diversa Corp)

AutoNDA by SimpleDocs

Ownership of Subject Shares. Such Stockholder is the record and beneficial owner of, and has good and valid title to, of the Subject Shares, free and clear of all Liens, except for any Liens created by this Agreement. Stockholder does not own, Lien and any other limitation or restriction (including any restriction on the right to vote or otherwise dispose of record or beneficially, any Parent Securities other than the Subject Shares) other than pursuant to the Stockholders' Agreement. Stockholder has Except for the sole right to vote the Subject SharesStockholders' Agreement, and none of the Subject Shares is subject to any voting trust or other agreement, arrangement or restriction instrument with respect to the voting of the Subject Shares, except as contemplated by this Agreementsuch shares.

Appears in 2 contracts

Samples: Stockholder Agreement (Neiman Marcus Group Inc), Stockholder Agreement (TPG Advisors Iii Inc)

Ownership of Subject Shares. Such Stockholder is the record and beneficial owner ofof the Subject Shares set forth beside such Stockholder’s name on the signature page hereto, free and clear of any lien and any other limitation or restriction (including any restriction on the right to vote or otherwise dispose of the Subject Shares), other than pursuant to this Agreement and such Stockholder has good and valid title to, the Subject Shares, free and clear of all Liens, except for any Liens created by this Agreement. Stockholder does not own, of record or beneficially, any Parent Securities other than the to such Subject Shares. Stockholder has the sole right to vote the Subject SharesExcept for this Agreement, and none of the Subject Shares is subject to any voting trust or other agreement, arrangement or restriction instrument with respect to the voting of the Subject Shares, except as contemplated by this Agreementsuch shares.

Appears in 1 contract

Samples: Voting Agreement (Ecollege Com)

Ownership of Subject Shares. Stockholder is the record and beneficial owner of, and has good good, valid and valid marketable title to, the Subject SharesShares set forth opposite its name on Schedule I, free and clear of all Liensany liens, except for any Liens created warrants, options or other rights to purchase or acquire such Subject Shares other than those imposed by securities laws and by this Agreement. Stockholder does not own, of record or beneficially, any Parent Securities other than the Subject Shares. Stockholder has the sole exclusive right to vote the Subject SharesShares set forth opposite its name on Schedule I, and none of the such Subject Shares is subject to any voting trust or other agreement, arrangement or restriction with respect to the voting of the such Subject Shares, except as contemplated by this Agreement.

Appears in 1 contract

Samples: Voting and Conversion Agreement (Pxre Group LTD)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!