Marketable Title to Assets. The Acquired Fund will have, at the Effective Time, good and marketable title to, and full right, power and authority to sell, assign, transfer and deliver, the assets to be transferred to the Acquiring Fund. Upon delivery and payment for such assets, the Acquiring Fund will have good and marketable title to such assets without restriction on the transfer thereof free and clear of all liens, encumbrances and adverse claims.
Marketable Title to Assets. The Selling Fund will have, at the Effective Time, good and marketable title to, and full right, power and authority to sell, assign, transfer, and deliver the assets to be transferred to the Acquiring Fund. Upon delivery and payment for these assets, the Acquiring Fund will have good and marketable title to the assets without restriction on the transfer of the assets free and clear of all liens, encumbrances, and adverse claims.
Marketable Title to Assets. As at the Closing Time,
(I) Pretivm and Pretivm Exploration own, hold or lease all such properties as are necessary to the conduct of their respective businesses as presently operated and as proposed to be operated as described in the Prospectus and any Prospectus Amendment;
(II) Pretivm and Pretivm Exploration have good and marketable title to all real property and good and marketable title to all personal property owned by them, in each case free and clear of any and all Liens other than Permitted Encumbrances; and any real property and buildings to be held under lease or sublease by Pretivm and Pretivm Exploration are held by them under valid, subsisting and enforceable leases with such exceptions as are not material to, and do not materially interfere with, the use made and proposed to be made of such property and buildings by Pretivm and Pretivm Exploration; and
(III) neither Pretivm nor, to the knowledge of Pretivm, Pretivm Exploration has received any notice of any claim adverse to its ownership of any real or personal property or of any claim against the continued possession of any real property, whether owned or held under lease or sublease by Pretivm or Pretivm Exploration.
Marketable Title to Assets. Each of the Acquired Funds will have, at -------------------------- the Effective Time, good and marketable title to, and full right, power and authority to sell, assign, transfer and deliver, the assets to be transferred to the Acquiring Funds. Upon delivery and payment for such assets, each of the Acquiring Funds will have good and marketable title to such assets without restriction on the transfer thereof free and clear of all liens, encumbrances and adverse claims.
Marketable Title to Assets. (i) The Company and the Subsidiaries own, hold or lease all such properties as are necessary to the conduct of their respective businesses as presently operated and as proposed to be operated as described in the Continuous Disclosure Documents;
(ii) the Company and the Subsidiaries have good and marketable title to all real property and good and marketable title to all personal property owned by them, in each case free and clear of Encumbrances (except such as do not (individually or in the aggregate) materially affect the value of such property or materially interfere with the use made or proposed to be made of such property by the Company and the Subsidiaries); and any real property and buildings to be held under lease or sublease by the Company and the Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material to, and do not materially interfere with, the use made and proposed to be made of such property and buildings by the Company and the Subsidiaries; and
(iii) none of the Company nor, to the knowledge of the Company, the Subsidiaries have received any notice of any claim adverse to its ownership of any real or personal property or of any claim against the continued possession of any real property, whether owned or held under lease or sublease by the Company or the Subsidiaries.
Marketable Title to Assets. The Acquired Portfolio will have, at the Effective Time, good and marketable title to, and full right, power and authority to sell, assign, transfer and deliver, the assets to be transferred to the Acquiring Portfolio. Upon delivery and payment for such assets, including the assumption of related liabilities, the Acquiring Portfolio will have good and marketable title to such assets without restriction on the transfer thereof, free and clear of all liens, encumbrances and adverse claims.
Marketable Title to Assets. As at the date hereof,
(I) immediately following the completion of the transactions contemplated by the Purchase and Sale Agreement, 0890693 will own, hold or lease all such properties as are necessary to the conduct of business as proposed to be operated as described in the Prospectus and any Prospectus Amendment; provided, however, that the proposed sites of the process plant and the tailings storage facility as contemplated in the Preliminary Economic Assessment (as defined in the Prospectus) are located on the surface of mineral claims which will not then be owned by 0890693 (but will be optioned to the Company under, and as provided in, the Acquisition Agreement);
(II) 0890693 has good and marketable title to all real property and good and marketable title to all personal property owned by it, in each case free and clear of any and all Liens, other than Permitted Encumbrances, and any real property and buildings held under lease or sublease by 0890693 are held by it under valid, subsisting and enforceable leases with such exceptions as are not material to, and do not materially interfere with, the use made and proposed to be made of such property and buildings by 0890693; and
(III) none of the Vendor, 777666 or 0890693 has received any notice of any claim adverse to its ownership of any real or personal property or of any claim against the continued possession of any real property, whether owned or held under lease or sublease by the Vendor, 777666 or 0890693, in each such case to the extent that such real or personal property is related to the Snowfield Project, the Brucejack Project or the Snowfield/Brucejack Assets.
Marketable Title to Assets. The Company has good and marketable title to all its properties and assets, including those reflected on the most recent balance sheet of the Financial Statements, and except as set forth on the Schedule of Mortgages, Liens and Other Encumbrances hereto such properties and assets are not subject to any mortgage, pledge, lien, restriction, claim, encumbrance or security interest. Set forth in the Schedule of Properties and Assets is a correct and complete list of all of the Company's properties and assets.
Marketable Title to Assets. Potomac has good and marketable title to the properties and assets reflected on the 1997 Potomac Balance Sheet as being owned by Potomac, and all properties and assets thereafter acquired by it, except to the extent such properties and assets are or were thereafter disposed of for fair value in the ordinary course of business; all such properties and assets are free and clear of all liens, charges and encumbrances, except (i) those set forth or reflected in the 1997 Potomac Balance Sheet, (ii) liens for taxes not yet due and payable or being contested in good faith, or (iii) defects in title and liens, charges and encumbrances, if any, as do not materially detract from the value, or materially interfere with the present or proposed use, of the property or assets subject thereof or affected thereby, or otherwise materially impair business operations of Potomac, taken as a whole. The operation of the properties and business of Potomac in the manner in which they are now operated do not, to the knowledge of Potomac, violate any zoning ordinances or municipal regulations in such a way as could, if such ordinances or regulations were enforced, result in any material impairment of the uses of the respective properties for the purposes for which they are now operated. All real and personal property leased by Potomac is held by Potomac under valid, subsisting and enforceable leases.
Marketable Title to Assets. The Mid Cap II Fund will have, as of the Effective Time, good and marketable title to, and full right, power and authority to sell, assign, transfer, and deliver, the assets to be transferred to the Mid Cap Fund. Upon delivery and payment for these assets, the Mid Cap Fund will have good and marketable title to the assets without restriction on the transfer of the assets.
