Permitted Securities Liens definition

Permitted Securities Liens means all restrictions on transfers of securities under applicable securities Laws, under any applicable Governing Documents or pursuant to this Agreement.

Permitted Securities Liens means Liens or restrictions on transfer: (i) arising under any applicable federal, provincial and state securities Laws, (ii) arising pursuant to, or as otherwise set forth in, the Organizational Documents of any member of the Company Group, as made available to the Purchaser prior to the date hereof, (iii) created or imposed by the Purchaser or its Affiliates at or after Closing, or (iv) that are fully released from the Membership Interests as of Closing without cost, expense or penalty to the Purchaser or any of its Affiliates (including any member of the Company Group).

Permitted Securities Liens. Liens or restrictions on transfer: (a) arising under any applicable federal, provincial and state securities Laws, (b) arising pursuant to, or as otherwise set forth in, the Organizational Documents of the Company, as made available to Acquiror prior to the Execution Date, or (c) created or imposed by Acquiror or its Affiliates at or after Closing.

Examples of Permitted Securities Liens in a sentence

• Such Seller is the record and beneficial owner of all of the Subject Securities described on Schedule 5.5 as being owned by such Seller, free and clear of all Liens (other than Permitted Securities Liens).

• At the Closing, the delivery by such Seller to Purchaser of the Assignment will vest Purchaser with good and valid title to all of the Subject Securities held by such Seller (as set forth on Schedule 5.5), free and clear of all Liens (other than Permitted Securities Liens and Liens and other matters arising by, through or under Purchaser or its Affiliates).

• At the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Purchaser shall purchase from the Sellers, and the Sellers shall sell, convey, assign, transfer and deliver to the Purchaser, all of the Shares, free and clear of all Liens (other than Permitted Securities Liens).

• At the Closing, the delivery by such Seller to Purchaser of the Assignment will vest Purchaser with good title to all of the Subject Securities held by such Seller (as set forth on Schedule 5.5), free and clear of all Liens (other than Permitted Securities Liens and Liens and other matters arising by, through or under Purchaser or its Affiliates).

• The Contributors collectively own all of the Company Interests, free and clear of all Liens (other than Permitted Securities Liens).

• Such Contributor Owner owns all of the Equity Interests in such Contributor Owner’s Contributor, free and clear of all Liens (other than Permitted Securities Liens).

• He turned to two trusted lieutenants: Daniel Rendón Herrera, alias "Don Mario," and Ever Veloza Garcia, alias "HH." The first was a money man, who had run the finances of the AUC's Centauros Bloc.

• Such Naturium Seller has good and valid title to, and is the record and beneficial owner of all of the Naturium Seller Units free and clear of all Liens other than Permitted Securities Liens.

• Washington Crossing Field Services is the record and beneficial owner of all the Pxxxx Securities, free and clear of all Liens (other than Permitted Securities Liens).

• The Company owns, directly or indirectly, of record and beneficially, all of the Capital Stock in each of its Subsidiaries, free and clear of all Liens (other than Permitted Liens or Permitted Securities Liens), and all such Capital Stock is validly issued, fully paid and non-assessable (to the extent such concept is applicable to such equity interests).

More Definitions of Permitted Securities Liens

Permitted Securities Liens means (a) any restriction on transfer arising under applicable securities Law or, to the extent such restrictions shall be released, waived or otherwise terminated in connection with the Closing, under the Governing Documents of the Group Companies, ZMC Blocker or Management Holdcos, as applicable and (b) any restriction on transfer arising under the Existing Shareholders’ Agreement or the Interim Shareholders’ Agreement.

Permitted Securities Liens means (a) the right of first refusal set forth in Section 4.4 of the Operating Agreement and (b) transfer restrictions to which the Company Securities are subject under the Securities Act.

Permitted Securities Liens means Liens to the extent arising under applicable state and federal securities Laws.

Permitted Securities Liens means any transfer restrictions imposed by applicable securities Laws or under the Organizational Documents of the Company, as applicable.

Permitted Securities Liens means, in the case of the Buyer Shares or the Company Shares, restrictions arising under applicable securities Laws and, in the case of the Buyer Shares, the Buyer Share Pledge.