Common use of Ownership of Pledged Property Clause in Contracts

Ownership of Pledged Property. The Company warrants and represents that it is the legal and beneficial owner of the Pledged Property free and clear of any lien, security interest, option or other charge or encumbrance except for that grant of a security interest in and to all undertakings, property and assets made by the Company in favor of Steve Kerekes, Melanie Kerekes, Jim Oattes, Grace Debrabandere, ▇▇▇ ▇▇▇▇▇▇, ▇oni▇▇ ▇▇▇▇▇▇, ▇▇▇ Dav▇▇ ▇▇▇ ▇▇▇e D▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇hat ▇▇▇▇▇▇▇ ▇en▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ dat▇▇ ▇▇▇ ▇▇, 2005, and except for that grant of a security interest in and to all undertakings, property and assets made by Telizon Inc., a subsidiary of the Company, in favor of James R. Fairhead In Trust, Tom Hards In Trust, Steve Kerekes In Tr▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇n In Trust, ▇▇▇▇▇▇▇ Pilon In Tr▇▇▇, ▇▇▇ ▇▇▇is In Trust, ▇▇▇▇ ▇. Purser In T▇▇▇▇ ▇▇▇ ▇▇nold McAul▇▇ ▇▇ ▇▇▇st (collectiv▇▇▇ ▇▇▇ "▇▇▇▇▇rs")and a pledge ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ of all of the shares of Telizon Inc. purchased by Teleplus Connect Corp., a subsidiary of the Company, from the Vendors pursuant to the General Security Agreement and Share Pledge Agreement among Teleplus Connect, Corp., Telizon Inc. and the Vendors, effective June 30, 2005.

Ownership of Pledged Property. The Company warrants and represents that it is the legal and beneficial owner of the Pledged Property free and clear of any lien, security interest, option or other charge or encumbrance except for that grant of a security interest in and to all undertakings, property and assets made by the Company in favor of Steve Kerekes, Melanie Kerekes, Jim Oattes, Grace DebrabandereM▇▇▇▇▇▇ ▇▇▇▇▇▇s, ▇▇▇ ▇▇▇▇▇▇, ▇oni▇ac▇ ▇▇▇▇▇▇▇▇de▇▇, ▇▇▇ ▇▇▇▇▇▇, ▇▇▇ Dav▇▇ ▇▇▇ ▇▇▇e D▇▇ni▇▇ ▇▇▇▇▇▇, T▇▇ ▇▇ ▇hat ▇▇▇▇▇▇▇ ▇en▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ Ja▇▇▇ ▇▇▇▇▇ datpursu▇▇▇ ▇▇ ▇▇▇ ▇▇t certain General Security Agreement dated May 11, 2005, and except for that grant of a security interest in and to all undertakings, property and assets made by Telizon Inc., a subsidiary of the Company, in favor of James R. Fairhead Fairhea▇ ▇▇ ▇▇▇▇▇, ▇▇▇ ▇ards In TrustTru▇▇, Tom Hards In Trust, Steve ▇▇▇▇▇ Kerekes In Tr▇▇▇▇▇, ▇▇▇▇ Chapman In ▇▇▇▇▇▇n In Trust, ▇▇▇▇▇▇▇ es Pilon In Tr▇▇▇▇▇, ▇▇▇ ▇avis In Tru▇▇is In Trust, ▇▇▇▇ R. Purser I▇ ▇. Purser In T▇▇▇▇ ▇▇▇ ▇▇nold McAul▇▇ ▇McAuley I▇ ▇▇▇st (collectiv▇▇▇ ▇▇▇ "(▇▇▇▇▇rs")and ctively the "Vendors")and a pledge ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ to the Vendors of all of the shares of Telizon Inc. purchased by Teleplus Connect Corp., a subsidiary of the Company, from the Vendors pursuant to the General Security Agreement and Share Pledge Agreement among Teleplus Connect, Corp., Telizon Inc. and the Vendors, effective June 30, 2005.