Assigned Properties Sample Clauses

Assigned Properties. SELLERS have good and marketable title to the Acquired Assets, free and clear of all Liens. SELLERS have delivered to NEOGEN true and complete copies of all written leases, contracts, agreements, options, purchase orders, instruments and commitments relating solely to the Acquired Assets or the Business. Except as set out in Schedule 8, all Contracts, Licenses and Immunities Agreements, Service Agreements and Purchase Orders are legally valid and binding and in full force and effect, and to SELLERS' knowledge, there are no defaults or breaches by SELLERS or counterclaims or defenses against them under the Contracts and Licenses and Immunities Agreements. SELLERS have received no written notice of any default, breach, counterclaim or offset by any other party to any of the Contracts, Licenses and Immunities Agreements, Service Agreements and Purchase Orders, nor do SELLERS have any knowledge thereof. All Contracts, Licenses and Immunities Agreements, Service Agreements and Purchase Orders will continue in full force and effect on the same terms as currently exists, notwithstanding the consummation of the sale contemplated by this Agreement.
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Assigned Properties. Vysis has good and marketable title to the Tangible Assets, free and clear of all Liens.
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Assigned Properties. Paragraph C(2) of the Agreement is hereby deleted in its entirety and the following is inserted in lieu thereof:
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Assigned Properties. 7 4.7 [*] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8 4.8 Digital Scientific. . . . . . . . . . . . . . . . . . . . . . . . . . . .8
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Assigned Properties. 7 4.7 [*]..................................................................................................... 8 4.8 Digital Scientific...................................................................................... 8
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Related to Assigned Properties

  • Owned Properties The Company does not own any real property.

  • Leased Properties Section 3.22 of the Disclosure Schedule sets forth a list of all of the leases and subleases ("Leases") and each leased and subleased parcel of real property in which the Company has a leasehold or subleasehold interest or to which the Company is a party either as landlord or sublandlord (the "Leased Real Property"). Each of the Leases are in full force and effect, and the Company holds a valid and existing leasehold or subleasehold interest or Landlord or Sublandlord interest as applicable, under each of the Leases described in Section 3.22 of the Disclosure Schedule. The Company has delivered to HK true, correct, complete and accurate copies of each of the Leases. With respect to each Lease set forth on Section 3.22 of the Disclosure Schedule: (i) the Lease is legal, valid, binding, enforceable and in full force and effect; (ii) to the Knowledge of the Company the Lease will continue to be legal, valid, binding, enforceable and in full force and effect on identical terms following the Closing; (iii) neither the Company, nor, to the Knowledge of the Company, any other party to the Lease, is in breach or default, and no event has occurred which, with notice or lapse of time, would constitute such a breach or default by the Company or permit termination, modification or acceleration under the Lease by any other party thereto; (iv) the Company has not, and, to the Knowledge of the Company, no third party has repudiated any provision of the Lease; (v) there are no disputes, oral agreements, or forbearance programs in effect as to the Lease; (vi) the Lease has not been modified in any respect, except to the extent that such modifications are disclosed by the documents delivered to HK; (vii) the Company has not assigned, transferred, conveyed, mortgaged, deeded in trust or encumbered any interest in the Lease (except for Permitted Liens); and (viii) the Lease is fully assignable to HK without the necessity of any consent or the Company shall obtain all necessary consents prior to the Closing.

  • Leasehold Properties In relation to those Properties which are leasehold:

  • The Properties 3.1 All of the Properties are in England, Wales or Scotland.

  • Owned Property Section 5.14

  • Assets and Properties The Borrower and each of its Subsidiaries has good and marketable title to all of its assets and properties (tangible and intangible, real or personal) owned by it or a valid leasehold interest in all of its leased assets (except insofar as marketability may be limited by any laws or regulations of any Governmental Authority affecting such assets), and all such assets and property are free and clear of all Liens, except Liens permitted under Section 7.3(C). Substantially all of the assets and properties owned by, leased to or used by the Borrower and/or each such Subsidiary of the Borrower are in adequate operating condition and repair, ordinary wear and tear excepted. Neither this Agreement nor any other Loan Document, nor any transaction contemplated under any such agreement, will affect any right, title or interest of the Borrower or such Subsidiary in and to any of such assets in a manner that could reasonably be expected to have a Material Adverse Effect.

  • Real Properties The Company does not have an interest in any real property, except for the Leases (as defined below).

  • Other Properties If any Imposition shall be levied, charged, filed, assessed, or imposed upon or against the Leased Property, and if such Imposition shall also be a levy, charge, assessment, or imposition upon or for any other real or personal property that does not constitute a part of the Leased Property, then the computation of the amounts to be deposited under this Section 4.6 shall be based upon the entire amount of such Imposition and the Lessee shall not have the right to apportion any deposit with respect to such Imposition.

  • Existence; Businesses and Properties (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence, except as otherwise expressly permitted under Section 6.05.

  • Title to Properties and Assets Each Group Company has good and marketable title to all respective properties and assets, in each case such property and assets are subject to no Liens. With respect to the property and assets it leases, each Group Company is in compliance with such leases and holds valid leasehold interests in such assets free of any Liens.

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