Transfer of Good Title Sample Clauses

Transfer of Good Title. Upon consummation of the transactions contemplated hereby, the Purchaser will transfer to the Sellers and Purchaser will have good and valid title to the Premier Shares and clear of all pledges, security interests, liens, charges, encumbrances, equities, claims and options of whatever nature (other than such as may be created by Purchaser.
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Transfer of Good Title. Seller and IRI shall have transferred to Purchaser good and marketable title to all of the Assets free and clear of all liens, security interests, claims or other encumbrances of every nature, except as set forth in the Seller Disclosure Schedule.
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Transfer of Good Title. 21 3.5 Management's Representation and Warranties.............. 21 3.6
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Transfer of Good Title. Upon consummation of the transactions ---------------------- contemplated hereby, such Seller will transfer to Buyer, and Buyer will have good and valid title to, such Seller's Shares listed by such Sellers name on Schedule 2.4, free and clear of all pledges, security interests, liens, charges, encumbrances, equities, claims and options of whatever nature (other than such as may be created by Buyer).
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Transfer of Good Title. Except as disclosed on Schedule 4.07, consummation of the merger will convey and transfer to Newco, good, complete and marketable title to all of ASC Assets, free and clear of restrictions or conditions to transfer or assignment and free and clear of all defects of mortgages, liens, encumbrances, pledges, leases, equities, claim charges, easements, rights of way, covenants, conditions, conditional sale of contracts, security interest and restrictions. 4.08
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Transfer of Good Title. The undersigned Participant understands and agrees that upon acceptance by the Fund or the Distributor on behalf of the Fund of this Order and the related Fund Basket(s) of securities, the purchase of Creation Unit aggregations of Fund shares shall be irrevocable and that transfer to the Fund of good title to the securities constituting the Fund Basket shall have been made. The Participant also represents and warrants to the Distributor and the Fund that it does not and will not, after the consummation of the purchase contemplated by this Order, hold for the account of any single beneficial owner of Fund shares of the Series to which this Order relates 80 percent or more of the outstanding shares of such Series.
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Related to Transfer of Good Title

  • Transfer of Know-How To facilitate Licensee’s accomplishment of the responsibilities set forth in Section 4.01 above, within thirty (30) days of the Effective Date of this Agreement GenuPro shall in good faith supply Licensee with copies of the GenuPro Know-How, Lilly Know-How and Lilly Manufacturing Know-How pertinent to the development of the GenuPro Compound in the Field that GenuPro is able to provide using commercially reasonable efforts and which is in the possession of GenuPro on the Effective Date, and shall transfer to Licensee the legal title to any IND on the GenuPro Compound presently on file in GenuPro’s name with the FDA and any comparable filings in other countries of the Territory. GenuPro shall also facilitate transfer of GenuPro Compound manufacturing-related information (including any associated quality and analytical information) to Licensee from those Third Parties from which GenuPro or PPD has received quotations for manufacturing GenuPro Compound that GenuPro is not under any obligation to keep confidential from a third party. GenuPro will provide Licensee with all relevant information available and known to GenuPro or PPD concerning the safety, handling, use, disposal and environmental effects of the GenuPro Compound or as may be useful to Licensee to conduct the Project, including but not limited to any communications with regulatory agencies. [*] Confidential treatment requested; certain information omitted and filed separately with the SEC.

  • Transfer of Equity Interest Upon each exercise of the Option under this Agreement:

  • Transfer of Technology Upon AVENTIS' request, GENTA shall promptly disclose to AVENTIS such of the GENTA TECHNOLOGY as AVENTIS determines is reasonably necessary for AVENTIS to perform its obligations or exercise its rights under this AGREEMENT. The manner of such disclosure shall be as mutually determined by the Parties in good faith and shall be at no additional cost to AVENTIS.

  • Transfer of Licenses Lessee shall use reasonable efforts (i) to transfer to Lessor or Lessor’s nominee all licenses, operating permits and other governmental authorizations and all contracts, including contracts with governmental or quasi-governmental entities, that may be necessary for the operation of the Hotel (collectively, “Licenses”), or (ii) if such transfer is prohibited by law or Lessor otherwise elects, to cooperate with Lessor or Lessor’s nominee in connection with the processing by Lessor or Lessor’s nominee of any applications for, all Licenses; provided, in either case, that the costs and expenses of any such transfer or the processing of any such application shall be paid by Lessor or Lessor’s nominee.

  • Transfer of Acquired Assets At the Closing, Seller is transferring and shall transfer to Buyer, and the Transaction Agreements are effective to vest in Buyer, good, valid and indefeasible or marketable, fee simple or leasehold, as applicable, title to the Acquired Assets, free and clear of all Liens, other than Permitted Liens.

  • Transfer of Membership Interests (a) The Member may transfer its Membership Interest, in whole but not in part, but the transferee shall not be admitted as a Member except in accordance with Section 6.07. Until the transferee is admitted as a Member, the Member shall continue to be the sole member of the Company (subject to Section 1.02) and to be entitled to exercise any rights or powers of a Member of the Company with respect to the Membership Interest transferred.

  • Transfer of Membership Interest The Sole Member may Transfer any part or all of its rights and interest (including, but not limited to, its Capital Account) in the Company (each a “Membership Interest”) now owned or hereafter acquired to any Person, and the transferee of such Membership Interest shall become a Member of the Company.

  • Transfer of Title Seller shall transfer title in and to the Shares to the Purchaser free and clear of all liens, security interests, pledges, encumbrances, charges, restrictions, demands and claims, of any kind or nature whatsoever, whether direct or indirect or contingent.

  • Transfer of Interests The Member may sell, assign, pledge, encumber, dispose of or otherwise transfer all or any part of the economic or other rights that comprise its Interest. The transferee shall have the right to be substituted for the Member under this Agreement for the transferor if so determined by the Member. No Member may withdraw or resign as Member except as a result of a transfer pursuant to this Section 7 in which the transferee is substituted for the Member. None of the events described in Section 18-304 of the Act shall cause the Member to cease to be a Member of the Company.

  • Transfer of Stock Upon surrender to the Corporation or the transfer agent of the Corporation of a certificate for shares duly endorsed or accompanied by proper evidence of succession, assignation or authority to transfer, it shall be the duty of the Corporation to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

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