Common use of Ownership of the Securities Clause in Contracts

Ownership of the Securities. Seller is the record and beneficial owner of, and has good and valid title to, all of the Securities, free and clear of all Encumbrances (other than those arising pursuant to this Agreement, the Organizational Documents of the Company or applicable securities Laws, or resulting from actions of Buyer or any of its Affiliates). Except for this Agreement and the Organizational Documents of the Company, Seller is not a party to (a) any option, warrant, purchase right or other Contract that could require Seller or, after the Closing, Buyer or any of its Affiliates to sell, transfer or otherwise dispose of any of such Securities or (b) any voting trust, proxy or other Contract with respect to the voting of such Securities.