Ownership of Shares and Other Securities. The Securityholder is the sole registered and/or beneficial owner of its Subject Securities. The Securityholder does not directly or indirectly control or direct, or own or have any registered or beneficial interest in, any other securities of the Company, other than as disclosed on the Securityholder’s signature page attached to this Agreement. The Securityholder is and will be immediately prior to the Effective Date, the registered and/or beneficial owner of the Subject Securities, with good and marketable title thereto, free and clear of any and all Liens.
Ownership of Shares and Other Securities. Such Shareholder is the sole beneficial owner of, or exercises control or direction over, the Shareholder Securities, with good and marketable title thereto, free and clear of any and all mortgages, liens, charges, restrictions, security interests, adverse claims, pledges, encumbrances and demands or rights of others of any nature or kind whatsoever.
Ownership of Shares and Other Securities. The Shareholder is, and, subject to Section 3.3, will be immediately prior to the Effective Date, the direct or indirect beneficial owner of the Shareholder Shares, with good title thereto, free and clear of any and all Liens. The Shareholder is not a party to, bound or affected by or subject to, any charter or by-law, contract, provision, statute, regulation, judgment, order, decree or law which would in any material respect be violated, contravened, breached by, or under which any material default would occur as a result of, the execution and delivery of this Agreement or the consummation of any of the transactions provided for in this Agreement.
Ownership of Shares and Other Securities. The Shareholder is the beneficial owner of or has control and direction over the Shareholder’s Owned Shares and will be immediately prior to the Effective Time be the beneficial owner of or have control or direction over the Shareholder’s Shares shown in Schedule 4.1(b) - Ownership of Shares, with good and marketable title thereto, free and clear of all Encumbrances and upon take-up of and payment for the Shareholder’s Shares, the Shareholder will have conveyed to the Offeror good and marketable title to the Shareholder’s Shares, free and clear of any Encumbrances.
Ownership of Shares and Other Securities. The Shareholder is the sole registered and/or beneficial owner of its Subject Securities. The Shareholder does not directly or indirectly control or direct or own or have any registered or beneficial interest in, any other securities of Tahoe. The Shareholder is and will be immediately prior to the Effective Date, the registered and/or beneficial owner of the Subject Securities.
Ownership of Shares and Other Securities. Such Shareholder is, and will be immediately prior to the Effective Date, the sole registered and beneficial owner of its Shareholder’s Shares shown opposite its name as being beneficially owned in Schedule 4.1(b), with good and marketable title thereto, free and clear of all Encumbrances, and has full legal right, power and authority to enter into this Agreement, to deposit, or to cause the deposit of, its Shareholder’s Shares under the Offer and to sell, or to cause the sale of, its Shareholder’s Shares to the Offeror pursuant to the Offer; upon take-up of and payment for its Shareholder’s Shares, such Shareholder will have conveyed to the Offeror good and marketable title to its beneficially owned Shareholder’s Shares, free and clear of any Encumbrances (excluding any Encumbrances that have been granted by or that may be claimed in respect of the Offeror).
Ownership of Shares and Other Securities. The Shareholder is the sole registered and/or beneficial owner of its Subject Shares. The Shareholder does not directly or indirectly control or direct, or own or have any registered or beneficial interest in, any other securities of the Company, other than as disclosed on the Shareholder’s signature page attached to this Agreement. The Shareholder is and will be immediately prior to the Effective Date, the registered and/or beneficial owner of the Subject Shares, with good and marketable title thereto, free and clear of any and all Liens.
Ownership of Shares and Other Securities. The Shareholder is, and will be at the Effective Time, the direct or indirect beneficial owner of the Locked-Up Securities set forth opposite its name in Schedule A hereto, with good and marketable title thereto, free and clear of any and all mortgages, liens, charges, restrictions, security interests, adverse claims, pledges, encumbrances and demands or rights of others of any nature or kind whatsoever. Neither the Shareholder nor any of its affiliates is a party to, bound or affected by or subject to, any charter or by-law, contract, provision, statute, regulation, judgment, order, decree or law which would be violated, contravened, breached by, or under which any default would occur (or an event which, with notice or lapse of time or both, would constitute a default) as a result of, the execution, delivery or performance of this Agreement or the consummation of any of the transactions provided for in this Agreement, including the Arrangement.
Ownership of Shares and Other Securities. The Securityholder is the sole registered and/or beneficial owner of its Subject Shares with good and marketable title thereto free of any and all encumbrances and demands of any nature or kind whatsoever. As of the date hereof, the Securityholder does not directly or indirectly control or direct, or own or have any registered or beneficial interest in, any other securities of the Company, other than as set forth opposite the name of each of the Securityholders listed on Schedule “A” attached hereto, except in the case of certain Securityholders who, directly or indirectly, may exercise control and direction over or have a beneficial interest in the Subject Shares of other Securityholders.
Ownership of Shares and Other Securities. The Shareholder is, and will be immediately prior to the date hereof, the sole registered and beneficial owner of the Shareholder's Shares shown opposite its name in Schedule 4.1(b) — Ownership of Shares, with good and marketable title thereto, free and clear of all Encumbrances, and has full legal right, power and authority to enter into this Agreement, to deposit the Shareholder's Shares under the Offer and to sell the Shareholder's Shares to the Offeror in accordance with this Agreement; upon take-up of and payment for the Shareholder's Shares, the Shareholder will have conveyed to the Offeror good and marketable title to the Shareholder's Shares, free and clear of any Encumbrances.
