Shareholders of the Company. The Company's shareholders own the Common Stock free and clear of all liens, restrictions and claims of any kind. Such shares are not subject to any voting trust agreement, proxy or other contract.
Shareholders of the Company. Schedule 4.17 accurately identifies the names and addresses of all of the shareholders who, to the Company's knowledge, beneficially own more than 5% of Company Common Stock and the number of shares of stock of the Company beneficially owned by each such shareholder and by each director and executive officer of the Company as of the date hereof.
Shareholders of the Company. Schedule 2.22 will be provided as of a date 30 days prior to the anticipated Effective Time and will to the best of the Company's knowledge accurately identify the names and addresses of all shareholders of the Company and the number of shares of Company Common Stock beneficially owned by each such shareholder. From that date until the Effective Time, the Company shall, upon request, provide Acquiror with updated lists of all of its shareholders, including the names, addresses and number of shares of Company Common Stock held by each shareholder.
Shareholders of the Company. SCHEDULE 3.5 sets forth, with respect to the Company, the name, address and federal taxpayer identification number of, and the number of outstanding shares of each class of its capital stock owned of record and/or beneficially by, each shareholder of the Company as of the close of business on the date of this Agreement. As of the date hereof, the Shareholders constitute all of the holders of all issued and outstanding shares of capital stock of the Company, and each of the Shareholders owns such shares free and clear of all Liens, restrictions and claims of any kind.
Shareholders of the Company. Schedule 3.5 sets forth, with respect to the Company, (i) the name, address and federal taxpayer identification number of, and the number of outstanding shares of each class of its capital stock owned by each shareholder of record as of the close of business on the date of this Agreement; and (ii) the name, address and federal taxpayer identification number of, and number of shares of each class of its capital stock beneficially owned by, each beneficial owner of outstanding shares of capital stock (to the extent that record and beneficial ownership is different). The Shareholders are the holders of all issued and outstanding shares of capital stock of the Company and the Shareholders own such shares as set forth on Schedule 3.5, free and clear of all Liens, restrictions and claims of any kind, except as set forth on Schedule 3.5. Such shares are not subject to any voting trust agreement, proxy or other Contract.
Shareholders of the Company. The Company Materials set forth, as of the dates referenced therein, the true and correct number of shares held by any person, entity or group known to the Company to be the beneficial holder of 5% or more of the outstanding Common Stock. There are no voting arrangements with respect to the shares of the Company except as described in the Company Materials.
Shareholders of the Company. SCHEDULE 4.5 sets forth, with respect to the Company, the name, address and the number of outstanding shares of each class of its capital stock owned of record and/or beneficially by, each shareholder of the Company as of the close of business on the date of this Agreement. As of the date hereof, the Shareholders constitute all of the holders of all issued and outstanding shares of capital stock of the Company, and each of the Shareholders owns such shares free and clear of all Liens, restrictions and claims of any kind, and AESP shall receive good and marketable title to such shares at the Closing.
Shareholders of the Company. Schedule 4.5 sets forth, with respect to the Company, (i) the name, address and federal taxpayer identification number of, and the number of outstanding shares of each class of its capital stock owned by, each shareholder of record as of the close of business on the date of this Agreement; and (ii) the name, address and federal taxpayer identification number of, and number of shares of each class of its capital stock beneficially owned by, each beneficial owner of outstanding shares of capital stock (to the extent that record and beneficial ownership of any such shares are different). The Shareholders are the holders of all issued and outstanding shares of capital stock of the Company, and the Shareholders own such shares as set forth on Schedule 4.5, free and clear of all Liens, restrictions and claims of any kind, except as set forth on Schedule 4.5. Such shares are not subject to any voting trust agreement, proxy or other Contract.
Shareholders of the Company. Blue Cross owns (of record and beneficially) one hundred percent (100%) of the outstanding capital stock of CTC. CTC owns (of record and beneficially) one hundred percent (100%) of the outstanding capital stock of the Company, free and clear of all Liens, restrictions and claims of any kind.
Shareholders of the Company. Schedule 2.22 will be provided as of the date of execution of the Agreement and will to the best of the Company's knowledge accurately identify the names and addresses of all shareholders of the Company and the number of shares of Company Common Stock beneficially owned by each such shareholder. From that date until the Effective Time, any transfer of ownership of Shares shall be subject to the elections set forth on Schedule 1.6 and Acquiror may rely upon Schedule 1.6 and the Consideration Election Schedule for purposes of allocation and payment of the Consideration.
