Common use of Target Shares Clause in Contracts

Target Shares. Except as set forth on Part 2.6 of Schedule 2, the Seller holds of record and owns beneficially the number of Target Shares set forth on Exhibit A, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and state securities laws), taxes, security interests, options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any option, warrant, purchase right, or other contract or commitment that could require the Seller to sell, transfer, or otherwise dispose of any capital stock of the Company (other than this Agreement). Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of the Company.

Target Shares. Except as set forth on Part 2.6 of Schedule 2, the Seller holds of record and owns beneficially the number of Target Shares set forth on Exhibit Anext to his name in Section 4(b) of the Disclosure Schedule, which constitute all of the issued and outstanding Target Shares, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and state securities laws), taxesTaxes, security interestsLiens, options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any option, warrant, purchase right, or other contract or commitment that could require the Seller to sell, transfer, or otherwise dispose of any capital stock of the Company Target (other than this Agreement). Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of the CompanyTarget.

Target Shares. Except as set forth on Part 2.6 of Schedule 2, the The Seller holds of record and owns beneficially the number of Target Shares set forth on Exhibit Anext to his, her or its name in Section 4(b) of the Disclosure Schedule, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and state securities laws), taxesTaxes, security interestsSecurity Interests, spousal or community property rights options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. Except as set forth on Part 2.6 of Schedule 2, the The Seller is not a party to any option, warrant, purchase right, or other contract or commitment that could require the Seller to sell, transfer, or otherwise dispose of any capital stock of the Company Target, (other than this Agreement). Except as set forth on Part 2.6 of Schedule 2, the The Seller is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of the CompanyTarget.

Target Shares. Except as set forth on Part 2.6 in Section 3(a)(iv) of Schedule 2the Disclosure Schedule, the each Seller and Shareholder holds of record and owns beneficially the number of Target Shares set forth on Exhibit Anext to his or its name in Section 4(b) of the Disclosure Schedule, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and state securities laws), taxesTaxes, security interestsSecurity Interests, options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. Except as set forth on Part 2.6 of Schedule 2, the The Seller or Shareholder is not a party to any option, warrant, purchase right, or other contract or commitment that could require the Seller or Shareholder to sell, transfer, or otherwise dispose of any capital stock of the Company Target (other than this Agreement). Except as set forth on Part 2.6 of Schedule 2, the The Seller or Shareholder is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of the CompanyTarget.

Target Shares. Except as set forth on Part 2.6 of Schedule 2, the Each Seller holds of record and owns beneficially the number of Target Shares set forth on Exhibit Anext to his name in SCHEDULE 4(b) attached hereto, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and Act, state securities lawslaws the Salick Agreements, and the Fleet Credit Facility), taxesTaxes, security interestsSecurity Interests, options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. Except as set forth on Part 2.6 of Schedule 2, the The Seller is not a party to any option, warrant, purchase right, or other contract or commitment that could require the Seller to sell, transfer, or otherwise dispose of any capital stock of the Company Target (other than this Agreement). Except as set forth on Part 2.6 of Schedule 2, the The Seller is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of the CompanyTarget.

Target Shares. Except as set forth on Part 2.6 of Schedule 2, the Seller holds of record and owns beneficially the number of Target Shares set forth on Exhibit Anext to his or its name in Section 4(b) of the Disclosure Schedule, which constitute all of the issued and outstanding Target Shares, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and state securities laws), taxesTaxes, security interestsLiens, options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any option, warrant, purchase right, or other contract or commitment that could require the Seller to sell, transfer, or otherwise dispose of any capital stock of the Company Target (other than this Agreement). Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of the CompanyTarget.

Target Shares. Except as set forth on Part 2.6 in Schedule 2(a)(v) of Schedule 2the Disclosure Schedule, the Seller holds of record and owns beneficially all of the number of issued and outstanding Target Shares set forth on Exhibit AShares, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and state securities laws), taxesTaxes, security interestsLiens, options, warrants, purchase rights, contracts, commitments, equities, claims, claims and demands. Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any option, warrant, purchase right, or other contract or commitment (other than this Agreement) that could require the Seller to sell, transfer, or otherwise dispose of any capital stock of the Company (other than this Agreement)Target. Except as set forth on Part 2.6 of Schedule 2, the Seller is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of the CompanyTarget.