03Title to Purchased Assets Clause Samples

03Title to Purchased Assets. To the Knowledge of Seller (defined below), Seller received good title to the Purchased Assets, free and clear of Encumbrances, through the ABC Case. Seller has not caused or agreed to any Encumbrance on the Purchased Assets since Seller acquired the Purchased Assets. As used in this Agreement, “Knowledge of Seller” or any other similar knowledge qualification means, as to a particular matter, the actual or constructive knowledge of any manager or officer of Seller, together with such knowledge as each of the foregoing should have known, in each case, following reasonable inquiry and investigation of the employees with responsibility for the subject matter at issue.