Representations and Warranties With Respect to Stock Purchase. (a) Upon delivery of the stock certificates evidencing the Shares duly endorsed for transfer or accompanied by stock powers duly executed in blank, Centene will be the record and beneficial owner of the Shares free and clear from any and all charges, claims, liens, options, pledges, security interests or restrictions of any kind, except for those contained in the Pledge Agreement (as defined in Section 6.6) and the Shareholders Agreement (as defined ----------- in Section 6.3). No transfer, documentary or other tax is applicable to the sale ----------- of Shares pursuant to this Agreement.
