Common use of Title; Absence of Certain Agreements Clause in Contracts

Title; Absence of Certain Agreements. The Stockholder is the lawful and record and beneficial owner of, and has good and marketable title to all of the outstanding shares of Company Stock, with the full power and authority to vote such Company Stock and transfer and otherwise dispose of such Company Stock, and any and all rights and benefits incident to the ownership thereof free and clear of all Encumbrances, and there are no agreements or understandings between the Stockholder and the Company and/or any other person with respect to the voting, sale or other disposition of Company Stock or any other matter relating to Company Stock.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Alloy Online Inc), Agreement and Plan of Reorganization (Swi Holdings LLC), Agreement and Plan of Reorganization (Swi Holdings LLC)

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Title; Absence of Certain Agreements. The Such Stockholder is the lawful and record and beneficial owner of, and has good and marketable title to all of the outstanding shares of Company Stock, all of which is Company Common Stock, set forth opposite the name of such Stockholder on Schedule I attached hereto, with the full power and authority to vote such Company Stock and transfer and otherwise dispose of such Stockholder's Company Stock, Stock and any and all rights and benefits incident to the ownership thereof free and clear of all Encumbrances, and there are no agreements or understandings between the such Stockholder and any other stockholder of the Company and/or or any other person with respect to the voting, sale or other disposition of Company Stock or any other matter relating to Company Stock.

Appears in 1 contract

Samples: Stock Purchase Agreement (A Consulting Team Inc)

Title; Absence of Certain Agreements. The Stockholder is the lawful and record and beneficial owner of, and has good and marketable title to to, as applicable, all of the outstanding shares of Company CASS Stock, with the full power and authority to vote such Company the CASS Stock and transfer and otherwise dispose of such Company Stock, the CASS Stock and any and all rights and benefits incident to the ownership thereof free and clear of all Encumbrances, and there are no agreements or understandings between the Stockholder and the Company CASS and/or any other person with respect to the voting, sale or other disposition of Company the CASS Stock or any other matter relating to Company the CASS Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Alloy Online Inc)

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Title; Absence of Certain Agreements. The Stockholder is the lawful and record and beneficial owner of, and has good and marketable title to all of the outstanding shares of Company StockCommon Stock set forth opposite the name of the Stockholder on Schedule II attached hereto, with the full power and authority to vote such Company Common Stock and transfer and otherwise dispose of such Company Common Stock, and any and all rights and benefits incident to the ownership thereof free and clear of all Encumbrances, and there . There are no agreements or understandings between the Stockholder and the Company and/or or any other person with respect to the voting, sale or other disposition of Company Common Stock or any other matter relating to Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ivillage Inc)

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