Covenants of Title. During the Term, provided no Manager Default exists, Manager shall have the right peaceably and quietly to operate the Hotels in accordance with the terms of this Agreement, free from interference, disturbance and eviction by Owner or Purchaser or by any other Person or Persons claiming by, through or under Owner or Purchaser, subject only to termination of this Agreement as herein provided. Except as may otherwise be provided herein, Owner, at Owner’s own expense (and not as an Operating Cost), shall prosecute all appropriate actions, judicial or otherwise, required to assure such quiet and peaceable operation by Manager and shall pay and discharge any rental obligations under the Lease. Without Manager’s written consent, which consent shall not be unreasonably withheld, Owner shall not during the Term enter into an agreement, covenant or encumbrance affecting title to the Hotels except in connection with Authorized Mortgages and sales or transfers of the Hotels not prohibited hereby. Further, during the Term, Owner shall not convert any Hotel to a condominium form of ownership.
Covenants of Title. During the Initial Term and any Renewal Term(s), provided Manager is not in default under the terms of this Agreement beyond the expiration of any applicable cure period, Manager shall have the right peaceably and quietly to operate the Hotel in accordance with the terms of this Agreement, free from interference, disturbance and eviction by Owner or by any other person from whom Owner derives its title to or right to occupy and use the Hotel or by any other person or persons claiming by, through or under Owner, subject only to termination of this Agreement due to an Event of Default by Manager. Owner, at Owner’s own expense shall prosecute all appropriate actions, judicial or otherwise, required to assure such quiet and peaceable operation by Manager and shall pay and discharge any ground rents, other lease or rental payments, or any other charges payable by Owner relative to the Hotel or any component thereof, including all amounts due under a ground lease for the Site or an Authorized Mortgage. Owner shall pay, prior to delinquency, all taxes and assessments which may become a lien on or are assessed against the Hotel or any component thereof and which may be due and payable during the Initial Term and any Renewal Term(s) of this Agreement, unless payment thereof is in good faith being contested by Owner, enforcement is stayed and the amount so contested is escrowed or guaranteed in a form satisfactory to Manager. Upon Manager’s request, Owner agrees to furnish to Manager copies of all documents by and through which Owner has the right of possession to the Hotel and the right and ability to enter into this Agreement.
Covenants of Title. The Mortgagor has good and indefeasible title to the Land in fee simple and has good and indefeasible title to the entire Mortgaged Premises and with good right and full power to sell, mortgage and convey the Mortgaged Premises, the Mortgaged Premises are free and clear of liens and encumbrances except Permitted Encumbrances, whether presently existing or which may hereafter be created in accordance with the terms hereof, and Mortgagor will warrant and defend the Mortgaged Premises against all lawful claims and demands whatsoever. The Mortgagee shall have the right, at its option and at such time or times as it, in its sole discretion, shall deem reasonably necessary, to take whatever action it may reasonably deem necessary to defend or uphold the lien of this Mortgage or otherwise enforce any of the rights of Mortgagee hereunder or any obligation secured hereby, including without limitation, the right to institute appropriate legal proceedings for such purposes.
Covenants of Title. Borrower has good and indefeasible leasehold title to the entire Land, has absolute unencumbered title to the Improvements, the Personal Property (other than the Leased Personalty) and the Personalty Leases, and has good right and full power to sell, mortgage and convey the same; the Security is free and clear of easements, restrictions, liens, leases and encumbrances, except those easements, restrictions, liens, leases and encumbrances listed on Schedule B of the policy or policies of title insurance delivered to Beneficiary as of the recordation of this Deed of Trust (the “Permitted Encumbrances”), to which this Deed of Trust is expressly subject, or which may hereafter be created in accordance with the terms hereof; and Borrower will warrant and defend title to the Security against all claims and demands whatsoever except the Permitted Encumbrances. Beneficiary shall have the right, at its option and at such time or times as it, in its sole discretion, shall deem necessary, to take whatever action it may deem necessary to defend or uphold the lien of this Deed of Trust or otherwise enforce any of the rights of Beneficiary hereunder or any obligation secured hereby, including without limitation, the right to institute appropriate legal proceedings for such purposes.
Covenants of Title. 5 3. Usury........................................................................................ 5 4. Impositions.................................................................................. 5 5.
Covenants of Title. Mortgagor has good, clear record and marketable title to the entire Real Property in fee simple; has absolute unencumbered title to the Personal Property; and has good right and full power to sell, mortgage and convey the same; the Security is free and clear of easements, restrictions, liens, leases and encumbrances, in each case except those easements, restrictions, liens, leases and encumbrances listed on Schedule B of the policy or policies of title insurance delivered to Mortgagee as of the recordation of this Mortgage (the “Permitted Encumbrances”), to which this Mortgage is expressly subject, or which may hereafter be created in accordance with the terms hereof; and Mortgagor will warrant and defend title to the Security against all claims and demands whatsoever except the Permitted Encumbrances. Mortgagee shall have the right, at its option and at such time or times as it, in its sole discretion, shall deem necessary, to take whatever action it may deem necessary to defend or uphold the lien of this Mortgage and, subject to the notice and cure rights set forth herein and in the other Loan Documents, to enforce any of the rights of Mortgagee hereunder or any obligation secured hereby, including without limitation, the right to institute appropriate legal proceedings for such purposes.
Covenants of Title. The Grantor hereby warrants and represents that the Grantor has good, marketable and indefeasible title to the entire Real Property in fee simple, has absolute unencumbered title to the Personal Property, and has good right and full power to assign, grant, bargain, sell, mortgage, transfer and convey the same. The Grantor further warrants and represents that the Mortgaged Property is free and clear of agreements, covenants, easements, restrictions, liens, Leases and other encumbrances, except (i) those agreements, covenants, easements, restrictions, liens and encumbrances to which this Deed of Trust is expressly subject, whether presently existing, as listed on EXHIBIT C attached hereto and incorporated herein by reference, or which may hereafter be created in accordance with the terms hereof or of the Loan Agreement and (ii) any Lease listed on EXHIBIT B (the matters described in the foregoing clauses (i) and (ii) are collectively referred to herein as the "Permitted Encumbrances"); and the Grantor shall warrant and defend title to the Mortgaged Property against any and all claims and demands of every kind and nature whatsoever. The Beneficiary shall have the right, at its option and at such time or times as the Beneficiary (in its sole and absolute discretion) shall deem necessary or desirable to take whatever action the Beneficiary (in its sole and absolute discretion) may deem necessary or desirable to defend or uphold the lien or the rights of the Beneficiary hereunder or otherwise enforce any obligation secured hereby, including, without limitation, the right to institute appropriate legal proceedings for such purposes, and all costs and expenses reasonably incurred by the Beneficiary in connection therewith (including, without limitation, attorneys' fees and expenses and court costs) shall be a demand obligation of the Grantor to the Beneficiary, and to the extent permitted by applicable law, shall be added to the Obligations and shall be secured by the lien of this Deed of Trust and the other Loan Documents as fully and effectively and with the same priority as every other obligation of the Grantor secured hereby, and if not paid within ten (10) days after demand, shall thereafter (to the extent permitted by applicable law) bear interest at the Advances Rate until the date of payment.
Covenants of Title. Lessor represents, warrants and covenants that Lessor has the full, unrestricted and exclusive right to lease and sell the Premises upon the provisions herein set forth and the execution hereof does not require the approval or joinder of any other firm, person or corporation.
Covenants of Title. Seller is the owner of good, marketable and insurable fee title to the Subject Property free of all liens and encumbrances except those accepted by Purchaser and the normal and customary exceptions shown on the title report and will defend such title from the lawful claims of persons claiming superior title.
Covenants of Title. Debtor warrants that it is lawfully possessed of and has good and complete title to all the Collateral, free and clear of all liens and encumbrances.
