Share Ownership and Possession of Shares Sample Clauses

Share Ownership and Possession of Shares. Sellers and the Mallets are as of the date hereof the record and beneficial owners of the type and amount of the Shares set forth in Section 4.4 of the Sellers Disclosure Schedule. The Sellers Disclosure Schedule also sets forth the ownership and rights with regard to each type of the Shares as of the date of this Agreement. Sellers and the Mallets shall as of the Initial Closing Date or the Subsequent Closing Date, as applicable, have valid title to all the Shares, free and clear of all Encumbrances, with the full legal right, authority and power to sell and transfer such Shares to Purchaser in accordance with the terms of this Agreement in the case of the Sellers. None of the Sellers or the Mallets, or their respective Affiliates, own any other equity interest in the Company or Company Subsidiaries.
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Share Ownership and Possession of Shares. The Selling Shareholders together are the sole record and beneficial owner of 940 Shares, which represents 100.00% of the issued and outstanding Shares of the Company. The amount of Shares and percentage of ownership of the outstanding Shares of each Selling Shareholder is as shown on Exhibit A attached hereto. The Company has 60 Shares held in its treasury. The Shares are now, and at all times during the term of the Notes, shall be free and clear of all Encumbrances whatsoever.

Related to Share Ownership and Possession of Shares

  • Acquisition of Shares The Borrower will not acquire any equity, share capital, assets or obligations of any corporation or other entity or permit its Shares to be held by any party other than the Shareholder.

  • Definition of Shares “Shares” shall mean shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), as described in the Third Amended and Restated Certificate of Incorporation of the Company dated February 6, 2018 (the “Certificate of Incorporation”)

  • Authorization of Shares The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

  • Aggregation of Shares If after the date hereof, and subject to the provisions of Section 4.6 hereof, the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split or reclassification of shares of Common Stock or other similar event, then, on the effective date of such consolidation, combination, reverse stock split, reclassification or similar event, the number of shares of Common Stock issuable on exercise of each Warrant shall be decreased in proportion to such decrease in outstanding shares of Common Stock.

  • Acquisition of Significant Share Ownership There is filed, or is required to be filed, a report on Schedule 13D or another form or schedule (other than Schedule 13G) required under Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended, if the schedule discloses that the filing person or persons acting in concert has or have become the beneficial owner of 25% or more of a class of the Company’s voting securities, but this clause (ii) shall not apply to beneficial ownership of Company voting shares held in a fiduciary capacity by an entity of which the Company directly or indirectly beneficially owns 50% or more of its outstanding voting securities;

  • Reservation of Shares of Common Stock The Company shall at all times reserve and keep available a number of its authorized but unissued shares of Common Stock that shall be sufficient to permit the exercise in full of all outstanding Warrants issued pursuant to this Agreement.

  • Reservation of Shares The Company will reserve and keep available that maximum number of its authorized but unissued securities which are issuable upon exercise of the Warrants and Placement Warrants outstanding from time to time.

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