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Common use of Leased Personal Property Clause in Contracts

Leased Personal Property. RedChip has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule 3.9(c) sets forth all Leases for personal property involving annual payments in excess of $15,000, true and correct copies of which have been delivered or made available to FRT. With respect to each Lease listed on Schedule 3.9(c), (i) there has been no material default under such Lease by RedChip or, to the knowledge of RedChip, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a default under any such Lease, (iii) such Lease is a valid and binding obligation of the applicable lessor, is in full force and effect and is enforceable by RedChip in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip without the consent of RedChip under any such Lease that is material to RedChip, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip and (vi) RedChip has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Appears in 2 contracts

Samples: Merger Agreement (Freerealtime Com Inc), Merger Agreement (Freerealtime Com Inc)

Leased Personal Property. RedChip Empower has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances created by Empower other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Except as set forth in Schedule 3.9(c) sets forth all Leases ), Empower is not a party to any Lease for personal property involving annual payments in excess of $15,000, true and correct copies of which have been delivered or made available to FRT25,000. With respect to each Lease listed on Schedule 3.9(c), (i) there has been no material default under any such Lease by RedChip Empower or, to the knowledge of RedChipEmpower, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Lease, (iii) such Lease is a valid and binding obligation of the applicable lessorEmpower, is in full force and effect with respect to Empower, and is enforceable by RedChip against Empower, in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip Empower, and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip Empower without the consent of RedChip Empower under any such Lease that is material to RedChipEmpower, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip Empower and (vi) RedChip Empower has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Appears in 2 contracts

Samples: Merger Agreement (Intelligroup Inc), Merger Agreement (Intelligroup Inc)

Leased Personal Property. RedChip (i) Except as set forth in Schedule 3.14(c), the Company, its Subsidiaries and Chroma, as the case may be, has a good and valid leasehold title to interest in all of such Fixtures and Equipment, vehicles and other tangible personal property Assets Equipment that are leased by it from third partiesparties that are used or held for use in the operation of its respective business as currently conducted, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessorEncumbrances. Schedule 3.9(c3.14(c) sets forth a listing of all Leases for personal property ("Personal Property Lease") involving annual payments in excess of $15,00025,000, true and correct copies of which have been delivered or made available to FRT. Buyer. (ii) With respect to each such Personal Property Lease listed on in Schedule 3.9(c3.14(c), except as set forth in such Schedule, (iA) there has been no material default under any such Personal Property Lease by RedChip the Company, its Subsidiaries or Chroma or, to the knowledge of RedChipthe Company, by any other partyparty thereto, (iiB) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Personal Property Lease, (iiiC) such Personal Property Lease is a valid and binding obligation of the applicable lessorCompany, its Subsidiaries or Chroma or, to the knowledge of the Company, of any other party thereto, is in full force and effect with respect to the Company, its Subsidiaries or Chroma or, to the knowledge of the Company, with respect to any other party thereto and is enforceable by RedChip against the Company, its Subsidiaries or Chroma or, to the knowledge of the Company, against any other party thereto in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (ivD) no action has been taken by RedChip and the Company, its Subsidiaries or Chroma and, to the knowledge of the Company, no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip the Company, its Subsidiaries or Chroma, without the consent of RedChip the Company, its Subsidiaries or Chroma, under any such Personal Property Lease that is material to RedChipthe Company, (vE) to the knowledge of the Company, no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Personal Property Lease that is material to RedChip the Company and (viF) RedChip except as set forth in Schedule 3.14(c), none of the Company, its Subsidiaries or Chroma has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property Personal Property subject thereto (or any portion thereof).

Appears in 1 contract

Samples: Merger Agreement (Collins & Aikman Floor Coverings Inc)

Leased Personal Property. RedChip Except as set forth on Schedule 3.9(c), the Company has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule 3.9(c) sets forth all Leases for personal property involving annual payments in excess of $15,0005,000, true and correct complete copies of which have been delivered or made available to FRTParent. With respect to each Lease lease listed on Schedule 3.9(c), except as set forth on Schedule 3.9(c), (i) there has been is no material default under such Lease lease by RedChip the Company or, to the knowledge of RedChipthe Company, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a default under any such Leaselease, (iii) such Lease lease is a valid and binding obligation of the applicable lessor, is in full force and effect and is enforceable by RedChip the Company in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip the Company and no event has occurred and is continuing which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip the Company without the consent of RedChip the Company under any such Lease that is material to RedChipthe Company, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip and the Company, (vi) RedChip the Company has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein in any such Lease or in any leased property subject thereto (or any portion thereof)) except in connection with a Permitted Encumbrance and (vii) all payments required to be made by the Company have been paid and the Company is not otherwise in default of any material obligations under any of such Leases.

Appears in 1 contract

Samples: Merger Agreement (Tegal Corp /De/)

Leased Personal Property. RedChip Subject to the terms and conditions of the Leases for the Leased Real Property, each of the Xxxxx Entities has good and valid leasehold title to all of such Fixtures and Equipment, vehicles Equipment and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule 3.9(cSCHEDULE 3.11(b) sets forth all Leases for pursuant to which any of the Xxxxx Entities leases any Fixtures and Equipment or other tangible personal property involving annual payments in excess of $15,000250,000, true and correct copies of which have been delivered or made available to FRTBuyer and, in each case, includes a general description of the leased items, term, annual rent and renewal options, as applicable. With respect to each such Lease listed on Schedule 3.9(c), (i) there has been no material default under any such Lease by RedChip the Xxxxx Entity which is a party thereto or, to the knowledge of RedChipSellers, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Lease, (iii) such Lease is a valid and binding obligation of the applicable lessorXxxxx Entity which is a party thereto, is in full force and effect with respect to such entity and is enforceable by RedChip against such entity in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) by general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip and the Xxxxx Entity which is a party to such Lease and, to the knowledge of Sellers, no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip the Xxxxx Entity which is a party to such lease, without the consent of RedChip its consent, under any such Lease that is material to RedChipthe Xxxxx Entity which is a party to such Lease, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip the Xxxxx Entity which is a party to such Lease, and (vi) RedChip the Xxxxx Entity which is a party to such Lease has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Appears in 1 contract

Samples: Stock Purchase Agreement (Viad Corp)

Leased Personal Property. RedChip has (i) Except as set forth in Schedule 3.14(b), the AAC Companies have a good and valid leasehold title to interest in all of such Fixtures and Equipment, vehicles Equipment and other tangible personal property Assets leased by it them from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule 3.9(c3.14(b) sets forth all Leases for personal property ("Personal Property Leases") involving annual payments in excess of $15,00010,000, true and correct copies of which have been delivered or made available to FRT. Investors. (ii) With respect to each such Personal Property Lease listed on in Schedule 3.9(c3.14(b), (iA) there has been is no material default under any such Personal Property Lease by RedChip the AAC Companies or, to the knowledge Knowledge of RedChipthe AAC Companies, by any other partyparty thereto, (ii) B), except as set forth in Schedule 3.4, the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Personal Property Lease, (iiiC) such Personal Property Lease is a valid and binding obligation of the applicable lessorAAC Companies, is in full force and effect with respect to the AAC Companies and is enforceable by RedChip against the AAC Companies in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (ivD) no action has been taken by RedChip and the AAC Companies and, to the Knowledge of the AAC Companies no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip the AAC Companies, without the consent of RedChip the AAC Companies, under any such Personal Property Lease that is material to RedChipthe AAC Companies, (vE) to the Knowledge of the AAC Companies, no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Personal Property Lease that is material to RedChip the AAC Companies and (viF) RedChip has except as set forth in Schedule 3.14(b), the AAC Companies have not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Appears in 1 contract

Samples: Asset Contribution and Securities Purchase Agreement (Asset Acceptance Capital Corp)

Leased Personal Property. RedChip Except as disclosed in Schedule 3.8, each of the Azimuth Companies has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule 3.9(c) sets forth all Leases None of the Azimuth Companies is a party to any lease for personal property involving annual payments in excess of $15,000, true and correct copies of which have been delivered or made available to FRTUS$25,000. With respect to each Lease lease listed on Schedule 3.9(c)3.8, (i) there has been no material default under any such Lease lease by RedChip any of the Azimuth Companies or, to the knowledge of RedChipany of the Azimuth Companies or any of the Azimuth Shareholders, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a material default under any such Leaselease, (iii) such Lease lease is a valid and binding obligation of the applicable lessorAzimuth Company which is a party thereto, is in full force and effect with respect to the applicable Azimuth Company, and is enforceable by RedChip against the applicable Azimuth Company, in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance reorganization or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip any of the Azimuth Companies, and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip any of the Azimuth Companies without the consent of RedChip any of the Azimuth Companies, under any such Lease lease that is material to RedChipany of the Azimuth Companies, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease lease that is material to RedChip any of the Azimuth Companies and (vi) RedChip none of the Azimuth Companies has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Intelligroup Inc)

Leased Personal Property. RedChip The Company has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule SCHEDULE 3.9(c) sets forth all Leases for personal property involving annual payments in excess of $15,00040,000, true and correct copies of which have been delivered or made available to FRTParent. With respect to each Lease listed on Schedule SCHEDULE 3.9(c), (i) there has been no material default under such Lease by RedChip the Company or, to the knowledge of RedChipthe Company, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a default under any such Lease, (iii) such Lease is a valid and binding obligation of the applicable lessor, is in full force and effect and is enforceable by RedChip the Company in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip the Company and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip the Company without the consent of RedChip the Company under any such Lease that is material to RedChipthe Company, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip the Company and (vi) RedChip the Company has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Appears in 1 contract

Samples: Merger Agreement (Guitar Center Inc)

Leased Personal Property. RedChip Except as set forth on Schedule 3.9(c), the Company and each Subsidiary of the Company has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule 3.9(c) sets forth all Leases for personal property involving annual payments in excess of $15,00040,000, true and correct complete copies of which have been delivered or made available to FRTParent. With respect to each Lease lease listed on Schedule 3.9(c), (i) there has been is no material default under such Lease lease by RedChip the Company or its Subsidiaries or, to the knowledge of RedChipthe Company, by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a default under any such Leaselease, (iii) such Lease lease is a valid and binding obligation of the applicable lessor, is in full force and effect and is enforceable by RedChip the Company or its Subsidiaries in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip the Company or its Subsidiaries and no event has occurred and is continuing which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip the Company or its Subsidiaries without the consent of RedChip the Company or its Subsidiaries under any such Lease that is material to RedChipthe Company or any Subsidiary of the Company, (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip and the Company or any Subsidiary of the Company, (vi) RedChip neither the Company nor any Subsidiary of the Company has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein in any such Lease or in any leased property subject thereto (or any portion thereof)) except in connection with a Permitted Encumbrance and (vii) all payments required to be made by the Company or any of its Subsidiaries have been paid and neither the Company nor any Subsidiary is otherwise in default of any material obligations under any of such Leases.

Appears in 1 contract

Samples: Merger Agreement (Hanover Compressor Coc)

Leased Personal Property. RedChip Section 3.5(c) of the Seller Disclosure Schedule sets forth all Leases for personal property involving annual payments in excess of $5,000, true and correct copies of which have been delivered or made available to Buyer. Each Seller has good and valid leasehold title to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Schedule 3.9(c) sets forth all Leases for personal property involving annual payments in excess of $15,000, true and correct copies of which have been delivered or made available to FRTEncumbrances. With respect to each Lease listed on Schedule 3.9(c)in Section 3.5(c) of the Seller Disclosure Schedule, (i) there has been no material default Default under such Lease by RedChip any Seller, or, to the knowledge of RedChipany Seller's knowledge, by any other partyPerson, (ii) the execution, delivery and performance of this Agreement and the Ancillary Noncompete Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a default Default under any such Lease, (iii) to each Seller's knowledge, such Lease is a valid and binding obligation of the applicable lessor, is in full force and effect and is enforceable by RedChip the applicable Seller in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip and any Seller and, to each Seller's knowledge, no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip such Seller without the applicable Seller's consent of RedChip under any such Lease that is material to RedChipLease, (v) no party Person has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip and (vi) RedChip no Seller has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased personal property subject thereto (or any portion thereof).

Appears in 1 contract

Samples: Asset Purchase Agreement (Guitar Center Inc)

Leased Personal Property. RedChip has good and valid leasehold title Subject to all of such Fixtures and Equipment, vehicles and other tangible personal property Assets leased by it from third parties, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination agreements of the lease therefor by the lessor. Stockholders set forth in Section 5.7 hereof, Schedule 3.9(c) sets forth lists all Leases personal property which is leased by DCS. DCS is not a party to any Lease for personal property involving annual payments in excess of $15,000, true and correct copies of which have been delivered or made available to FRT25,000. With respect to each Lease listed on Schedule 3.9(c), (i) there has been no material default Default under any such Lease by RedChip DCS or, to the knowledge of RedChip, DCS by any other party, (ii) the execution, delivery and performance of this Agreement and the Ancillary Agreements and the consummation of the transactions contemplated hereby and thereby will not cause (with or without notice and with or without the passage of time) a default material Default under any such Lease, (iii) such Lease is a valid and binding obligation of the applicable lessor, DCS is in full force and effect with respect to DCS and is enforceable by RedChip against DCS in accordance with its terms, except as the enforceability thereof may be limited by (1) applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or similar laws in effect which affect the enforcement of creditors' rights generally or (2) general principles of equity, whether considered in a proceeding at law or in equity, (iv) no action has been taken by RedChip DCS and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by RedChip DCS without the consent of RedChip DCS under any such Lease that is material to RedChip, DCS (v) no party has repudiated in writing any term thereof or threatened in writing to terminate, cancel or not renew any such Lease that is material to RedChip DCS and (vi) RedChip subject to the agreements of the Stockholders set forth in Section 5.7 hereof, DCS has not assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

Appears in 1 contract

Samples: Stock Purchase Agreement (Vertex Industries Inc)