Common use of Ownership of the Notes Clause in Contracts

Ownership of the Notes. Each Priveco Noteholder owns, beneficially and of record, good and marketable title to the Note in the principal amount set forth in such Priveco Noteholder’s Signature Page of Priveco Noteholders attached hereto, free and clear of all security interests, liens, adverse claims, encumbrances, equities, proxies, options or voting agreements. Each Priveco Noteholder represents that they have no right or claims whatsoever to any equity interests of Priveco, other than pursuant to the Note held by such Priveco Noteholder, and does not have any options, warrants or any other instruments entitling him to exercise or purchase or convert into additional equity interests of Priveco. At the Closing, Priveco Noteholders will convey to Pubco good and marketable title to the Notes, free and clear of any security interests, liens, adverse claims, encumbrances, equities, proxies, options, Noteholders’ agreements or restrictions.

Ownership of the Notes. Each Priveco Noteholder owns, beneficially and of record, good and marketable title to the Note in the principal amount set forth in opposite such Priveco Noteholder’s Signature Page of Priveco Noteholders name in Column II on Annex II attached hereto, free and clear of all security interests, liens, adverse claims, encumbrances, equities, proxies, options or voting agreements. Each Priveco Noteholder represents that they have no right or claims whatsoever to any equity interests of Priveco, other than pursuant to the Note held by such Priveco Noteholder, and does not have any options, warrants or any other instruments entitling him to exercise or purchase or convert into additional equity interests of Priveco. At the Closing, Priveco Noteholders will convey to Pubco good and marketable title to the Notes, free and clear of any security interests, liens, adverse claims, encumbrances, equities, proxies, options, Noteholders’ agreements or restrictions.