Ownership of the Capital Stock Sample Clauses

Ownership of the Capital Stock. The TEF Group will, as of the Initial Closing, the Balance Closing and any Additional Closings, be the record and beneficial owner of, and will have good and marketable title to all of the Interests in the TEF Covered Assets intended to be transferred to the Company at any such Closing, free and clear of all liens, claims, title defects, charges, restrictions, rights of first refusal, options, security interests, mortgages, pledges, debts, demands or other encumbrances (“Liens”).

Ownership of the Capital Stock. Purchaser does not beneficially own any of the capital stock of MPC.

Ownership of the Capital Stock. API is the sole record owner of all of the outstanding capital stock of APIL and has a 1% partnership interest in APIL Partners and has good title to such partnership interest, free and clear of all Liens (as hereinafter defined). APIL has a 47% partnership interest in DonTech I, a 50% partnership interest in DonTech II and a 99% partnership interest in APIL Partners and has good title to each such partnership interest, free and clear of all Liens. Ameritech owns, directly or indirectly though one or more wholly owned subsidiaries, all of the outstanding capital stock of API.

Ownership of the Capital Stock. (a) Seller is the owner, beneficially and of record, of all of the shares of the Company Stock. Seller has good title to the Company Stock, free and clear of all Encumbrances. At the Closing, upon payment of the Purchase Price, Purchaser shall obtain good title to the Company Stock, free and clear of all Encumbrances, except those that may arise by reason of action or inaction by Purchaser. (b) The Company is the owner, beneficially and of record, of all of the Subsidiary Stock. The Company has good title to the Subsidiary Stock, free and clear of all Encumbrances.

Ownership of the Capital Stock. Sellers and their respective wholly owned subsidiaries shown on SCHEDULE 3.4 as the owners of the outstanding capital stock or membership interests in the Companies have good title to such stock or membership interests, free and clear of all Liens (as hereinafter defined).

Ownership of the Capital Stock. Upon the release by the Bank of its security interest in the Stock, (i) Seller is the lawful record and beneficial owner of all of the Company's capital stock free and clear of any liens, claims, encumbrances or restrictions of any kind; (ii) except as set forth on Schedule 6(d), the Company is the lawful record and beneficial owner of all of each Subsidiary's capital stock free and clear of any liens, claims, encumbrances or restrictions of any kind; and (iii) except as set forth on Schedule 6(d), or as otherwise expressly provided herein, neither Seller nor any person or entity affiliated with Seller is a party to or otherwise subject to any agreement, understanding or arrangement regarding the transfer, sale, disposition, purchase, acquisition or voting of the Stock or of the capital stock of any Subsidiary. Upon the delivery thereof to Purchaser at Closing, together with executed stock transfer forms in respect thereof, Purchaser will acquire good, marketable and valid title to the Stock free and clear of any liens, claims, encumbrances or restrictions of any kind, except for the lien under the Pledge Agreement and the Security Agreement.