Title to the Common Shares Clause Samples

The "Title to the Common Shares" clause establishes that the seller has legal ownership and the right to transfer the common shares being sold. In practice, this clause confirms that the shares are free from encumbrances, liens, or claims by third parties, and that the seller can deliver them to the buyer without restriction. Its core function is to assure the buyer that they will receive clear and undisputed ownership of the shares, thereby reducing the risk of future disputes over title.
Title to the Common Shares. The Shareholder is the sole legal and beneficial owner of the Common Shares. The Shareholder has good, valid and marketable title to the Common Shares, free and clear of any Liens. The Shareholder has not, in whole or in part, except as described in the preceding sentence, (a) assigned, transferred, hypothecated, pledged, exchanged or otherwise disposed of any of its rights in the Common Shares, or (b) given any person or entity any transfer order, power of attorney or other authority of any nature whatsoever with respect to its Common Shares.
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Title to the Common Shares. The Common Shares are duly authorized, validly issued, fully paid, and nonassessable and are owned beneficially and of record by Seller, free and clear of all liens and encumbrances, other than the liens or encumbrances listed in Section 3.2 of the Disclosure Schedule which will be released prior to the Closing. Upon delivery of payment for the Common Shares as herein provided, Purchaser will acquire good and valid title to the Common Shares, free and clear of any lien, encumbrance (other than liens or encumbrances created by Purchaser), or claim.
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Title to the Common Shares. Each Seller has, and will have at the Closing, record and beneficial ownership to the number of Shares set forth across from its name on Schedule 5.5, free and clear of any Liens, other than transfer restrictions, if any, resulting from federal, state or international securities laws.
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Title to the Common Shares. Sellers have full right and title to the Common Shares owned by them, free and clear of any lien or encumbrance whatsoever, and full and unrestricted right and power to sell and deliver the Common Shares pursuant to the provisions of this Agreement without obtaining the consent or approval of any other person. Upon transfer of the Common Shares to Purchaser hereunder, Purchaser will acquire good and marketable title to the Common Shares free and clear of any lien or encumbrance. The Sellers acquired the Common Shares lawfully and in accordance with New York corporate law and applicable U.S. securities laws.
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Title to the Common Shares. There are no outstanding subscriptions, options, warrants, calls, commitments or agreements to which Seller or CCYC is a party or by which Seller or CCYC is bound relating to the Common Shares. The Common Shares are owned beneficially and of record by Seller. Seller has full right and title to the Common Shares, free and clear of any lien or encumbrance whatsoever, and full and unrestricted right and power to sell and deliver the Common Shares pursuant to the provisions of this Agreement without obtaining the consent or approval of any other person. Upon transfer of the Common Shares to Purchaser hereunder, Purchaser will acquire good and marketable title to the Common Shares free and clear of any lien or encumbrance. The Seller acquired the Common Shares in a lawful transaction and in accordance with Nevada corporate law and applicable securities laws of the United States.
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Related to Title to the Common Shares

  • Title to the Shares Seller owns of record and beneficially the Shares of the Company, free and clear of all liens, encumbrances, pledges, claims, options, charges and assessments of any nature whatsoever, with full right and lawful authority to transfer the Shares to Buyer. No person has any preemptive rights or rights of first refusal with respect to any of the Shares. There exists no voting agreement, voting trust, or outstanding proxy with respect to any of the Shares. There are no outstanding rights, options, warrants, calls, commitments, or any other agreements of any character, whether oral or written, with respect to the Shares.

  • Title to Purchased Shares The Purchased Shares are owned by the Vendors as the registered and beneficial owner thereof with good and marketable title, free and clear of all Encumbrances.

  • Title to Shares Such Selling Stockholder has good and valid title to the Shares to be sold at the Closing Date or the Additional Closing Date, as the case may be, by such Selling Stockholder hereunder, free and clear of all liens, encumbrances, equities or adverse claims; such Selling Stockholder will have, immediately prior to the Closing Date or the Additional Closing Date, as the case may be, good and valid title to the Shares to be sold at the Closing Date or the Additional Closing Date, as the case may be, by such Selling Stockholder, free and clear of all liens, encumbrances, equities or adverse claims; and, upon delivery of the certificates representing such Shares and payment therefor pursuant hereto, good and valid title to such Shares, free and clear of all liens, encumbrances, equities or adverse claims, will pass to the several Underwriters.

  • Title to the Assets Corporation owns (with good title) all of the properties and assets (whether real, personal or mixed and whether tangible or intangible) that it purports to own including all the properties and assets reflected as being owned by Corporation in the financial Books and Records. Corporation is the sole and unconditional owner of such assets free and clear of all Liens except as disclosed in Schedule 3.2(l).

  • Title to Securities Upon issuance in accordance with, and payment pursuant to, the terms hereof, the Shares will be duly and validly issued, fully paid and nonassessable. Upon issuance in accordance with, and payment pursuant to, the terms hereof, the Subscriber will have or receive good title to the Shares, free and clear of all liens, claims and encumbrances of any kind, other than (a) transfer restrictions hereunder and other agreements to which the Shares may be subject which have been notified to the Subscriber in writing, (b) transfer restrictions under federal and state securities laws, and (c) liens, claims or encumbrances imposed due to the actions of the Subscriber.