“Permitted Encumbrances” means:
Schedule # Permitted Encumbrances
The Shares are, or will be upon their issuance, validly issued, fully paid and nonassessable, and will be free of any liens or encumbrances or restrictions upon transfer, other than liens or encumbrances or restrictions upon transfer created by Althea.
Encumbrances means pledges, restrictions on transfer, proxies and voting or other agreements, liens, claims, charges, mortgages, leases, easements, covenants, options, rights of first refusal or offer, security interests or other legal or equitable encumbrances, limitations or restrictions of any nature whatsoever.
FPG 48 Interests. Fortis holds the FPG 48 Interests free and clear of any liens, pledges or other encumbrances, and following the Closing, the Company shall hold the FPG 48 Interests free and clear of any liens, pledges or other encumbrances.
Subject to the terms and conditions of this Agreement, Seller hereby agrees to convey, transfer and deliver to Purchaser, free and clear of all Encumbrances, other than Permitted Encumbrances or other encumbrances permitted by this Agreement, all of Sellers right, title and interest in and to the , Pending Patents (see schedule A) the Intellectual Property described on [Exhibit B] attached hereto, both of which are hereinafter referred to as the Purchased Assets.
#From the Execution Date through immediately prior to the Initial Contributed Entities Contribution, Crestwood owns and will own all of the Equity Interests of each of the Initial Contributed Entities and Newco Service Company free and clear of all Encumbrances excluding Permitted Encumbrances and restrictions on transfer generally arising under applicable securities Laws; # following the consummation of the Initial Contributed Entities Contribution, Newco will own all of the Equity Interests of each of the Initial Contributed Entities and 20% of the Equity Interests of Newco Service Company free and clear of all Encumbrances excluding restrictions on transfer generally arising under applicable securities Laws or arising under the Governing Documents of Newco Service Company; # from the Execution Date through immediately prior to the Crestwood Pipeline East Contribution, Crestwood will own all of the Equity Interests of Crestwood Pipeline East free and clear of all Encumbrances excluding Permitted Encumbrances and restrictions on transfer generally arising under applicable securities Laws; # following the consummation of the Crestwood Pipeline East Contribution, Newco will own all of the Equity Interests of Crestwood Pipeline East Contribution free and clear of all Encumbrances excluding restrictions on transfer generally arising under applicable securities Laws; and # from the Execution Date through the Initial Closing, Crestwood owns and will own all of the Equity Interests of Newco free and clear of all Encumbrances excluding Permitted Encumbrances and restrictions on transfer generally arising under applicable securities Laws.
Section # Liens, Encumbrances, Security Interests and Imperfections of Title
Permitted Liens. Liens, security interests and other encumbrances permitted by §8.2.
encumbrances or restrictions existing under or by reason of applicable Law,
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