Title to Purchased Shares. The Purchased Shares are, or as of the Closing Date will be, owned by the Vendors as the registered owner thereof with a good title thereto, free and clear of all Encumbrances. The Vendors has the right, power and authority to enter into this Agreement and to sell such Purchased Shares as contemplated herein. All rights and powers to vote the Purchased Shares are held exclusively by the Vendors. Such Purchased Shares are validly issued, fully paid and non-assessable, were not issued in violation of the terms of any agreement or other understanding, and were issued in compliance with all applicable laws and regulations. The delivery of the Purchased Shares to the Purchaser pursuant to the provisions hereof will transfer to the Purchaser valid title thereto, free and clear of all Encumbrances.
Appears in 2 contracts
Samples: Share Purchase Agreement (Teleplus Enterprises Inc), Share Purchase Agreement (Teleplus Enterprises Inc)
Title to Purchased Shares. The Purchased Shares are, or as of the Closing Date will be, owned by the Vendors as the registered owner owners thereof with a good title thereto, free and clear of all Encumbrances. The Vendors has have the right, power and authority to enter into this Agreement and to sell such Purchased Shares as contemplated herein. All rights and powers to vote the Purchased Shares are held exclusively by the Vendors. Such Purchased Shares are validly issued, fully paid and non-assessable, were not issued in violation of the terms of any agreement or other understanding, and were issued in compliance with all applicable laws and regulations. The delivery of the Purchased Shares to the Purchaser pursuant to the provisions hereof will transfer to the Purchaser valid title thereto, free and clear of all Encumbrances.
Appears in 1 contract
Samples: Share Purchase Agreement (Teleplus Enterprises Inc)
Title to Purchased Shares. The Purchased Shares as set out on Schedule 2.01 are, or as of the Closing Effective Date will be, owned by the Vendors Vendor as the registered and beneficial owner thereof with a good title thereto, free and clear of all EncumbrancesLiens. The Vendors Vendor has the right, power and authority to enter into this Agreement and to sell such the Purchased Shares as contemplated herein. All rights and powers to vote the Purchased Shares are held exclusively by the VendorsVendor. Such The Purchased Shares are were validly issued, fully paid and non-assessable, were not issued in violation of the terms of any agreement or other understanding, and were issued in compliance with all applicable laws and regulations. The delivery of the Purchased Shares by the Vendor to the Purchaser pursuant to the provisions hereof will transfer to the Purchaser valid title theretothereto of the Purchased Shares, free and clear of all EncumbrancesLiens.
Appears in 1 contract
Samples: Share Purchase Agreement (Teleplus Enterprises Inc)
Title to Purchased Shares. The Purchased Shares are, or as of the Closing Date will be, owned by the Vendors Vendor as the registered owner thereof with a good title thereto, free and clear of all Encumbrances. The Vendors Vendor has the right, power and authority to enter into this Agreement and to sell such Purchased Shares as contemplated herein. All rights and powers to vote the Purchased Shares are held exclusively by the VendorsVendor. Such Purchased Shares are validly issued, fully paid and non-assessable, were not issued in violation of the terms of any agreement or other understanding, and were issued in compliance with all applicable laws and regulations. The delivery of the Purchased Shares to the Purchaser pursuant to the provisions hereof will transfer to the Purchaser valid title thereto, free and clear of all Encumbrances.
Appears in 1 contract
Samples: Share Purchase Agreement (Teleplus Enterprises Inc)