Common use of Properties; Encumbrances Clause in Contracts

Properties; Encumbrances. The Company and each Company Subsidiary has good, valid and marketable title to, or a valid leasehold interest in, all the properties and assets that it purports to own or lease (real, personal and mixed, tangible and intangible), including, without limitation, all the properties and assets reflected in the Balance Sheet (except for personal property sold since the Balance Sheet Date in the ordinary course of business consistent with past practice), except as would not have a material adverse effect on the Company and the Company Subsidiaries, taken as a whole. All properties and assets reflected in the Balance Sheet are free and clear of all Liens, except for Liens reflected on the Balance Sheet and Liens for current taxes not yet due and other Liens that do not materially detract from the value or impair the use of the property or assets subject thereto.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Softworks Inc), Agreement and Plan of Merger (Eagle Merger Corp), Agreement and Plan of Merger (Softworks Inc)

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Properties; Encumbrances. The Company and each Company Subsidiary has of its ------------------------ Subsidiaries have good, valid and marketable title to, or a valid leasehold interest in, all the properties and assets that which it purports to own or lease (real, personal and mixed, tangible and intangible), including, without limitation, all the properties and assets reflected in the Company Balance Sheet (except for personal property sold since the date of the Company Balance Sheet Date in the ordinary course of business consistent with past practice), except as would could not reasonably be expected to have a material adverse effect on the Company and the Company Subsidiaries, taken as a wholeMaterial Adverse Effect. All properties and assets reflected in the Company Balance Sheet are free and clear of all Liens, except for Liens reflected on the Company Balance Sheet and Liens for current taxes not yet due and other Liens that do not materially detract from the value or impair the use of the property or assets subject thereto.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Emc Corp), Agreement and Plan of Merger (Emc Corp)

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Properties; Encumbrances. The Company and each Company Subsidiary has of its Subsidiaries have good, valid and marketable title to, or a valid leasehold interest in, all the properties and assets that which it purports to own or lease (real, personal and mixed, tangible and intangible), including, without limitation, all the properties and assets reflected in the Company Balance Sheet (except for personal property sold since the date of the Company Balance Sheet Date in the ordinary course of business consistent with past practice), except as would could not reasonably be expected to have a material adverse effect on the Company and the Company Subsidiaries, taken as a wholeMaterial Adverse Effect. All properties and assets reflected in the Company Balance Sheet are free and clear of all Liens, except for Liens reflected on the Company Balance Sheet and Liens for current taxes not yet due and other Liens that do not materially detract from the value or impair the use of the property or assets subject thereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Data General Corp)

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