Delivery of Good Title. Upon delivery of the Shares to be sold by such Shareholder hereunder and delivery of the Stock therefor pursuant to this Agreement, Purchaser will have good and marketable title to such Shares free and clear of all Liens.
Delivery of Good Title. All consents, approvals, ---------------------- authorizations and orders necessary for the sale and delivery of the Shares to be sold by the Shareholder hereunder have been obtained, and the Shareholder has, and immediately prior to the Closing the Shareholder will have, full right, power, authority and capacity to sell, assign, transfer and deliver such Shares pursuant to this Agreement.
Delivery of Good Title. Upon delivery of the Shares to be sold by Sellers hereunder and payment of the Purchase Price therefor pursuant to the terms of this Agreement, Purchaser will have good title to such Shares at Closing free and clear of all Liens.
Delivery of Good Title. Upon delivery of the Shares and payment of the purchase price therefor pursuant to this Agreement, Purchaser will have good and marketable title to the Shares, free and clear of all liens, encumbrances and restrictions of any kind or nature whatsoever other than restrictions imposed by federal and state securities laws, which restrictions shall continue to be applicable to the Purchaser.
Delivery of Good Title. Upon delivery of the Units and payment of the Purchase Price therefor pursuant to this Agreement, Buyer will have good and marketable title to the Units free and clear of all liens, encumbrances or restrictions of any kind or nature whatsoever, except as set forth in the Operating Agreement.
Delivery of Good Title. Upon delivery of the Shares to be sold by each Shareholder hereunder, Acquirer will have good and marketable title to the Shares, free and clear of all liens.
Delivery of Good Title. All consents, approvals, ---------------------- authorizations and orders necessary for the sale and delivery of the Shares to be sold by the Shareholder hereunder have been obtained, and the Shareholder has, and immediately prior to the Closing the Shareholder will have, full right, power, authority and capacity to sell, assign, transfer and deliver the Shares pursuant to this Agreement, subject to obtaining the requisite approval of the shareholders of Shareholder necessary pursuant to Missouri law to convey substantially all of the assets of Shareholder. Upon delivery of the Shares and payment of the consideration therefor pursuant to this Agreement, valid and marketable title to the Shares, free and clear of all Liens (other than any Lien created by Buyer) will pass to Buyer.
Delivery of Good Title. 26 SECTION 5.03 Execution and Delivery........................................... 26 SECTION 5.04 No Conflicts..................................................... 26 SECTION 5.05 Restrictions on Transfer of Buyer Common Stock and Buyer Preferred Stock................................................................ 27 ARTICLE VI Conditions to Consummation of Sale of Shares......................... 28 SECTION 6.01 Conditions to Obligations of Buyer............................... 28 SECTION 6.02 Conditions to Obligations of the Shareholders.................... 30 ARTICLE VII Conduct of Business Pending Closing.................................. 30 SECTION 7.01 Qualification.................................................... 30 SECTION 7.02 Ordinary Course.................................................. 31 SECTION 7.03 Organic Changes.................................................. 31 SECTION 7.04 Indebtedness..................................................... 31 SECTION 7.05 Accounting....................................................... 31 SECTION 7.06 Compliance with Legal Requirements............................... 31 SECTION 7.07 Disposition of Assets............................................ 31 SECTION 7.08 Compensation..................................................... 31 SECTION 7.09 Modification or Breach of Agreements; New Agreements............. 32 SECTION 7.10 Capital Expenditures............................................. 32 SECTION 7.11 Maintain Insurance............................................... 32 SECTION 7.12 Discharge........................................................ 32 SECTION 7.13 Actions.......................................................... 32 SECTION 7.14 Permits.......................................................... 32 SECTION 7.15 Tax Assessments and Audits....................................... 32
Delivery of Good Title. Upon delivery of the Shares to be sold by ---------------------- such Stockholder hereunder and payment of the Purchase Price therefor pursuant to this Agreement, WMT will have good and valid title to such Shares, free and clear of all Encumbrances.
Delivery of Good Title. Upon payment to Stockholder 2 of the WMT ---------------------- Shares, such shares will be validly issued, fully paid and nonassessable, free and clear of all Encumbrances (except as contemplated in Section 7.2 hereof), and will not be issued in violation of any preemptive rights.
