Owned Cars Sample Clauses

Owned Cars. Sellers have good and valid title to each Owned Car, free and clear of all Encumbrances other than Permitted Encumbrances. Each Owned Car complies in all material respects with all laws, statutes, ordinances, rules and regulations applicable to the Owned Car. Each Owned Car that is subject to an Owned Car Lease Contract is suitable for interchange on the lines of Class I railroads. To Sellers’ Knowledge, no Owned Car has suffered a Casualty Occurrence or a Partial Casualty Occurrence. Schedule 1.8 sets forth the location of each Owned Car, other than Owned Cars that are subject to an Owned Car Lease Contract as of the date hereof.
Owned Cars. Sellers have good and valid title to each Owned Car, free and clear of all Encumbrances other than Permitted Encumbrances. Each Owned Car complies in all material respects with all laws, statutes, ordinances, rules and regulations applicable to the Owned Car. Each Owned Car that is subject to an Owned Car Lease Contract is suitable for interchange on the lines of Class I railroads. To Sellers’ Knowledge, no Owned Car has suffered a Casualty Occurrence or a Partial Casualty Occurrence. Schedule 1.8 sets forth the location of each Owned Car, other than Owned Cars that are subject to an Owned Car Lease Contract as of the date hereof. LILO Contracts; LILO Sublease Contracts. Each LILO Contract and LILO Sublease Contract (i) is in full force and effect, free and clear of Encumbrances other than Permitted Encumbrances and is not subject to any defense, offset, claim, right of rescission or counterclaim by any party thereto, and (ii) is valid, binding and enforceable in accordance with its terms, except as may be limited by the Bankruptcy Exception. No Seller is in material breach or material default under any LILO Contract or LILO Sublease Contract, no other party is in material breach or material default thereunder and no other event has occurred that, with written notice or lapse of time, would constitute a material breach or a material default by Sellers or, to Sellers’ Knowledge, any other party thereunder. Sellers have made available to Purchaser true, correct and complete copies of each LILO Contract and LILO Sublease Contract, and all amendments or modifications thereto. No LILO Contract or LILO Sublease Contract is subject to any debt subordination agreement, participation agreement, intercreditor agreement, owner trust agreement, purchase agreement, collateral sharing agreement, residual sharing agreement, remarketing agreement or vendor recourse agreement. Each LILO Contract and LILO Sublease Contract is a "true lease" or an "operating lease" and not a financing lease, conditional sale or security agreement. The Books and Records pertaining to each LILO Contract and LILO Sublease Contract are accurate and correct in all material respects. Except as set forth on Schedule 1.3 hereto, the periodic rents under each LILO Sublease Contract do not decrease during the current rental term thereof. To Sellers’ Knowledge, (A) no payments made on any of such LILO Sublease Contracts were made by any guarantor of a lessee’s obligations thereunder or made or financed...
Owned Cars. On the Closing Date, Seller and Buyer shall count all cars located at the Property or in any garages owned or operated by Seller (or Existing Manager) as part of the Business. The provisions of this Article IX shall survive the Closing and shall not merge with the documents of conveyance of the Property to be delivered herein.

Related to Owned Cars

  • Solicitations for Subcontracts, Including Procurement of Materials and Equipment In all solicitations either by competitive bidding or negotiation made by the Local Government for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier will be notified by the Local Government of the Local Government’s obligations under this Agreement and the Acts and Regulations relative to Nondiscrimination on the grounds of race, color, or national origin.

  • Solicitations for Subcontracts, Including Procurements of Materials and Equipment In all solicitations either by competitive bidding or negotiation made by the Engineer for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Engineer of the Engineer's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin.

  • Server Software Subject to the terms and conditions of this XXXX, Vocera grants you the non-exclusive right to (i) install and run (“Use”) the Server Software on computer systems (each, a “Server Computer”) located at End User’s Facilities in the geographic territory designated above (“Territory”); (ii) to Use the Client Software in conjunction with Authorized Client Devices and such Server Computers; and (iii) for pilot licenses for certain Software provided on a trial basis, use such Software for the limited term specified by Vocera in writing. You may Use the standard Server Software on one primary Server Computer (or a primary cluster of computers suitably configured for productive use of the Server Software). You may install backup copies of the Server Software on backup Server Computers to provide redundancy in the event of failure of the primary Server Computer(s) but, unless you have acquired additional licenses or a failover license from Vocera, you may not run such backup or additional copies concurrently with the primary copies. Vocera grants you the right to use the applicable License Key issued by Vocera only to enable Use of the Server Software in conjunction with the licensed Server Computers. Server Software may be licensed for a Subscription Term as specified in the Quote.

  • Customer Ownership Customer owns and has sole responsibility for the accuracy, quality, integrity, and appropriateness of all original data, content and information provided to Xxxxxx Xxxxxxx in conjunction with the Services, and, when paid for, Customer will own all modified content and information as specified under the SOW (collectively the “Content,” which, together with the Customer’s trademarks or logos, are referred to as the “Customer Material).”

  • OWNERSHIP IN INTELLECTUAL PROPERTY The Department and Contractor agree that each has no right, title, interest, proprietary or otherwise in the intellectual property owned or licensed by the other, unless otherwise agreed upon by the parties in writing. All deliverables, documents, records, programs, data, articles, memoranda, and other materials not developed or licensed by Contractor prior to the execution of this Contract, but specifically created or manufactured under this Contract shall be considered work made for hire, and Contractor shall transfer any ownership claim to the Department.

  • IT Systems Except as would not, individually or in the aggregate, have a Material Adverse Effect, the Company reasonably believes that (i) the Company and the Subsidiaries own or have a valid right to access and use all computer systems, networks, hardware, software, databases, websites, and equipment used to process, store, maintain and operate data, information, and functions used in connection with the business of the Company and the Subsidiaries (the “Company IT Systems”), (ii) the Company IT Systems are adequate for, and operate and perform as required in connection with, the operation of the business of the Company and the Subsidiaries as currently conducted and (iii) the Company and the Subsidiaries have implemented reasonable backup, security and disaster recovery technology consistent with applicable regulatory standards;

  • TLD Nameservers ICANN will use commercially reasonable efforts to ensure that any changes to the TLD nameserver designations submitted to ICANN by Registry Operator (in a format and with required technical elements specified by ICANN at xxxx://xxx.xxxx.xxx/domains/root/ will be implemented by ICANN within seven (7) calendar days or as promptly as feasible following technical verifications.

  • Computer Software The Grantee certifies that it has appropriate systems and controls in place to ensure that state funds will not be used in the performance of this Grant Agreement for the acquisition, operation, or maintenance of computer software in violation of copyright laws.

  • COMPUTER GRAPHICS FILES The Engineer agrees to comply with Attachment G, Computer Graphics Files for Document and Information Exchange, if determined by the State to be applicable to this contract.

  • Software Ownership If Contractor develops or pays to have developed computer software exclusively with funds or proceeds from the Contract to perform its obligations under the Contract, or to perform computerized tasks that it was not previously performing to meet its obligations under the Contract, the computer software shall be exclusively owned by or licensed to the Department. If Contractor develops or pays to have developed computer software which is an addition to existing software owned by or licensed exclusively with funds or proceeds from the Contract, or to modify software to perform computerized tasks in a manner different than previously performed, to meet its obligations under the Contract, the addition shall be exclusively owned by or licensed to the Department. In the case of software owned by the Department, the Department grants to Contractor a nontransferable, nonexclusive license to use the software in the performance of the Contract. In the case of software licensed to the Department, the Department grants to Contractor permission to use the software in the performance of the Contract. This license or permission, as the case may be, terminates when Contractor has completed its work under the Contract. If Contractor uses computer software licensed to it which it does not modify or program to handle the specific tasks required by the Contract, then to the extent allowed by the license agreement between Contractor and the owner of the software, Contractor grants to the Department a continuing, nonexclusive license for either the Department or a different contractor to use the software in order to perform work substantially identical to the work performed by Contractor under the Contract. If Contractor cannot grant the license as required by this section, then Contractor shall reveal the input screens, report formats, data structures, linkages, and relations used in performing its obligations under the contract in such a manner to allow the Department or another contractor to continue the work performed by contractor under the Contract.