Ownership of Interests. Seller is the record and beneficial owner of the Interests, free and clear of any Lien other than Permitted Liens, and will transfer and deliver to Buyer at the Closing good and valid title to the Interests, free and clear of any Lien other than Liens imposed by state and federal securities Laws. The Interests are not certificated.
Appears in 2 contracts
Sources: Membership Interest Purchase Agreement (Fortress Transportation & Infrastructure Investors LLC), Membership Interest Purchase Agreement (United States Steel Corp)
Ownership of Interests. Seller is the record and beneficial owner of, and has good and valid title to, all of the Interests, free and clear of any Lien other than Permitted Liens, and will transfer and deliver to Buyer at the Closing good and valid title to the Interests, free and clear of any Lien other than Liens imposed by state and federal securities Laws. The Interests are not certificated.
Appears in 2 contracts
Sources: Membership Interest Purchase Agreement (Body & Mind Inc.), Membership Interest Purchase Agreement (Body & Mind Inc.)
Ownership of Interests. Seller is the record and beneficial owner of the Interests, free and clear of any Lien other than Permitted LiensLien, and will transfer and deliver to Buyer at the Closing good and valid title to the Interests, Interests free and clear of any Lien other than Liens imposed by state and federal securities Laws. The Interests are not certificatedLien.
Appears in 2 contracts
Sources: Purchase Agreement (Chesapeake Energy Corp), Purchase Agreement (Penn Virginia Resource Partners L P)
Ownership of Interests. Seller is the legal, record and beneficial owner owners of the Interests and has good and valid title to such Interests, free and clear of any Lien all liens, security interests, pledges or other than Permitted Liens, and will transfer and deliver to Buyer at the Closing good and valid title to the Interests, free and clear of any Lien other than Liens imposed by state and federal securities Lawsencumbrances. The Interests are not certificatedconstitutes all of the ownership and other interests and rights held by such Seller in, arising from, related to, and associated with the Partnerships.
Appears in 1 contract
Sources: Agreement for Sale and Purchase of General Partner Interests
Ownership of Interests. Seller is the sole record and beneficial owner of the InterestsInterest and, upon delivery of the Consent (as defined below), has the right to sell, and is hereby selling and assigning, the Interest free and clear of any Lien other than Permitted Liensand all liens, and will transfer and deliver to Buyer at the Closing good and valid title to the Interestsclaims, free and clear encumbrances, pledges or restrictions of any Lien other than Liens imposed by state and federal securities Laws. The Interests are not certificatedkind whatsoever.
Appears in 1 contract
Sources: Sale and Assignment of Membership Interest (Vector Group LTD)
Ownership of Interests. Seller is the record and beneficial owner of and has good and valid title to the Equity Interests, free and clear of any Lien all Encumbrances (other than Permitted Liens, and will transfer and deliver to Buyer at the Closing good and valid title those arising pursuant to the InterestsOrganizational Documents of the Company, free and clear of any Lien other than Liens imposed by state and federal securities this Agreement or applicable Laws. The Interests are not certificated, or that will be discharged at or prior to the Closing).
Appears in 1 contract
Sources: Omnibus Agreement (NextDecade Corp.)
Ownership of Interests. The Seller is the sole record and beneficial owner of the Interests, free and clear of any Lien other than Permitted Liens, and will transfer and deliver to Buyer at the Closing . The Seller has good and valid title to the all such Interests, free and clear of any Lien all Liens (other than Liens any transfer restrictions imposed by federal and state securities laws and federal securities Laws. The Permitted Encumbrances), and upon delivery by the Seller of such Interests are not certificatedat the Closing, good and valid title to such Interests will pass to the Buyer.
Appears in 1 contract
Sources: Interest Purchase Agreement (Miami International Holdings, Inc.)