Real and Personal Property; Title Thereto Sample Clauses

Real and Personal Property; Title Thereto. Set forth in Section 3.8 of the Sledges Disclosure Schedule is a complete and accurate schedule of all real and personal property owned by the Company having an individual fair market value in excess of $25,000, and other than the real and personal property to be resold to Sledxx Xxxches, Ltd., a Texas limited partnership, immediately following the Closing Date as provided in Section 6.1 of this Agreement. Except as set forth in Section 3.8 of the Sledges Disclosure Schedule, the Company has good and, with respect to real property, indefeasible title to all of such real property and personal property, subject to no Liens except for (i) Liens for taxes not yet delinquent or the validity of which is being contested in good faith, and (ii) any Liens arising by operation of law
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Real and Personal Property; Title Thereto. Set forth in Section 3.8 of the Stockholders Disclosure Schedule is a complete and accurate schedule of all real and personal property owned or leased by WEK having an individual fair market value in excess of $10,000, and other than the real and personal property to be resold to Kennxxx Xxxxxxxx xxxediately following the Closing Date as provided in Section 6.1 of this Agreement. Except as set forth in Section 3.8 of the Stockholders Disclosure Schedule, WEK has good and, with respect to real property, indefeasible title to all of such real property and personal property, subject to no Liens except for (i) Liens for taxes not yet delinquent or the validity of which is being contested in good faith, and (ii) any Liens arising by operation of law securing obligations not yet overdue. Any real or personal property held by WEK under lease are held under valid and enforceable leases which will continue in full force and effect immediately after the Closing Date; WEK is not in default with respect to any such lease.
Real and Personal Property; Title Thereto. Set forth in Section 3.8 of the Armour and Price Disclosure Schedule is a complete and accurate schedule of (a) all real and personal property owned by Lone Star or Subsidiary having an individual fair market value in excess of $10,000, and (b) any real or personal property held by Lone Star or Subsidiary under lease. Except as set forth in Section 3.8 of the Armour and Price Disclosure Schedule, Lone Star or Subsidiary has good and, with respect to real property, indefeasible title to all of such real property and personal property, subject to no Liens except for (i) Liens for taxes not yet delinquent or the validity of which is being contested in good faith, and (ii) any Liens arising by operation of law securing obligations not yet overdue. Any real or personal property held by Lone Star or Subsidiary under lease are held under valid and enforceable leases which will continue in full force and effect immediately after the Closing Date; neither Lone Star nor Subsidiary is in default with respect to any such lease.
Real and Personal Property; Title Thereto. Set forth in Section 3.8 of the Robexxxxx Xxxclosure Schedule is a complete and accurate schedule of (a) all real and personal property owned by the Company having an individual fair market value in excess of $15,000, including, but not limited to, all drilling rigs, related equipment and rolling stock, and (b) any real or personal property held by Robexxxxx xxxer lease. Except as set forth in Section 3.8 of the Robexxxxx Xxxclosure Schedule, Robexxxxx xxx good and, with respect to real property, indefeasible title to all of such real property and personal property, subject to no Liens except for (i) Liens for taxes not yet delinquent or the validity of which is being contested in good faith, and (ii) any Liens arising by operation of law securing obligations not yet overdue. Any real or personal property held by Robexxxxx xxxer lease are held under valid and enforceable leases which will continue in full force and effect immediately after the Closing Date; Robexxxxx xx not in default with respect to any such lease.
Real and Personal Property; Title Thereto. Set forth in Section 3.8 of the Company Disclosure Schedule is a complete and accurate schedule of (a) all real and personal property owned by the Company having an individual fair market value in excess of $20,000 or $50,000 in the aggregate, including, but not limited to, all drilling rigs, related equipment and
Real and Personal Property; Title Thereto. Set forth in Section 3.8 of the M Campxxxx Xxxclosure Schedule is a complete and accurate schedule of (a) all real and personal property owned by TFI having an individual fair market value in excess of $5,000, and (b) any real or personal property held by TFI under lease. Except as set forth in Section 3.8 of the M Campxxxx Xxxclosure Schedule, TFI has good and, with respect to real property, indefeasible title to all of such real property and personal property, subject to no Liens except for (i) Liens for taxes not yet delinquent or the validity of which is being contested in good faith, and (ii) any Liens arising by operation of law securing obligations not yet overdue. Any real or personal property held by TFI under lease is held under valid and enforceable leases which will continue in full force and effect immediately after the Closing Date; TFI is not in default with respect to any such lease.

Related to Real and Personal Property; Title Thereto

  • Real and Personal Property The Company has good and marketable title to, or has valid rights to lease or otherwise use, all items of real and personal property that are material to the business of the Company free and clear of all liens, encumbrances, claims and defects and imperfections of title except those that (i) do not materially interfere with the use of such property by the Company or (ii) would not reasonably be expected to have a Material Adverse Effect.

  • Title to Real and Personal Property The Company and its subsidiaries have good and marketable title in fee simple (in the case of real property) to, or have valid and marketable rights to lease or otherwise use, all items of real and personal property and assets that are material to the respective businesses of the Company and its subsidiaries, in each case free and clear of all liens, encumbrances, claims and defects and imperfections of title except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and its subsidiaries or (ii) could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

  • Real and Personal Property Taxes (A) All general and special real and personal property taxes and assessments (collectively, the “Taxes”), based on the regular tax xxxx for the current fiscal year (or, if such tax xxxx has not been issued as of the date of the Closing, the regular tax xxxx for the fiscal year preceding the current fiscal year) shall be prorated between Seller and Buyer at the Closing as of the Proration Date. Without limiting the foregoing, any and all accrued and unpaid supplemental or special real property taxes or assessments that relate to any time period prior to the Proration Date shall be the responsibility of Seller and, if not paid prior to or at Closing, shall be credited to the Buyer at Closing, and any and all supplemental or special real property taxes or assessments that relate to any time period on or after the Proration Date shall be the responsibility of Buyer and if paid by Seller prior to or at Closing, shall be credited to Seller at Closing. Without limiting the foregoing, in the event any supplemental or special real property taxes or assessments are levied prior to Closing, but are due and payable in one or more installments subsequent to the Closing, such supplemental or special real property taxes or assessments shall be allocated on a pro rata basis over the applicable payment period in question and prorated between Seller and Buyer as of the Proration Date. Notwithstanding any of the terms and conditions to the contrary contained in this Section 11.2(a)(iii), in the event any such Taxes are paid for directly by the Tenants to the applicable taxing authorities, such Taxes shall be not prorated between Seller or Buyer

  • Fixtures and Personal Property All machinery, equipment, fixtures (including, but not limited to all heating, air conditioning, plumbing, lighting, communications and elevator fixtures) and other property of every kind and nature whatsoever owned by Borrower, or in which Borrower has or shall have an interest, now or hereafter located upon the Land or the Improvements, or appurtenant thereto, and used in connection with the present or future operation and occupancy of the Land and the Improvements and all building equipment, materials and supplies of any nature whatsoever owned by Borrower, or in which Borrower has or shall have an interest, now or hereafter located upon the Land and the Improvements, or appurtenant thereto, or used in connection with the present or future operation and occupancy of the Land and the Improvements (collectively, the "Personal Property"), and the right, title and interest of Borrower in and to any of the Personal Property which may be subject to any security interests, as defined in the Uniform Commercial Code, as adopted and enacted by the state or states where any of the Property is located (the "Uniform Commercial Code"), superior in lien to the lien of this Security Instrument and all proceeds and products of the above;

  • Real Estate and Personal Property Taxes A. Except as specifically set forth in Section 4.07.B below, all real estate and personal property taxes, levies, assessments (including special assessments (regardless of when due or whether they are paid as a lump sum or in installments over time) imposed because of facilities that are constructed by or on behalf of the assessing jurisdiction (for example, roads, sidewalks, sewers, culverts, etc.) which directly benefit the Hotel (regardless of whether or not they also benefit other buildings)), “Impact Fees” (regardless of when due or whether they are paid as a lump sum or in installments over time) which are required of Owner as a condition to the issuance of zoning variances or building permits, and similar charges on or relating to the Hotel (collectively, “Impositions”) during the Term shall be paid by Manager from Gross Revenues, before any fine, penalty, or interest is added thereto or lien placed upon the Hotel or upon this Agreement, unless payment thereof is in good faith being contested and enforcement thereof is stayed. Any such payments shall be Deductions in determining Operating Profit. Owner shall, within five (5) days after receipt, furnish Manager with copies of official tax bills and assessments which it may receive with respect to the Hotel. Either Landlord or Owner may, and at Owner’s request Manager shall, initiate proceedings to contest any negotiations or proceedings with respect to any Imposition, and all reasonable costs of any such contest shall be paid from Gross Revenues and shall be a Deduction in determining Operating Profit. Manager shall, as part of its contest or negotiation of any Imposition, be entitled, on Owner’s behalf, to waive any applicable statute of limitations in order to avoid paying the Imposition during the pendency of any proceedings or negotiations with applicable authorities. Notwithstanding anything contained herein to the contrary, at Owner’s option (i) Manager shall establish an escrow account in the name of Owner in a bank or banks designated by Manager with the concurrence of Owner and shall deposit monthly into such account from Gross Revenues an amount that Manager reasonably estimates shall be sufficient to pay the Impositions, in which case Manager shall pay the Impositions from funds in the escrow account as and when the Impositions become due (and Owner shall promptly deposit into the escrow account any deficiency if the estimated monthly payments are not sufficient to pay all of the Impositions) or (ii) the amounts that would otherwise be deposited into such escrow account shall be included in the Operating Profit, not deducted from Gross Revenues and shall be distributed in cash to Owner along with the remainder of the Owner’s Priority. If Owner elects to retain such amounts pursuant to clause (ii) above, Manager shall accrue such amounts as a reserve on the accounting records of the Hotel, and Owner shall fund the same as and when the Impositions become due, but such accrued and unfunded amounts shall be deducted from Gross Revenues for purposes of calculating the Incentive Management Fee. In addition, if any Mortgagee requires the establishment of an escrow account with respect to the Impositions, Manager shall comply with such requirements.

  • Personal Property 16 5.15 Significant Customers; Material Contracts and Commitments.......16 5.16

  • Real Property; Personal Property (a) Neither the Company nor any of its Subsidiaries owns any real property.

  • Real Property; Title to Assets (a) The Company does not own any real property.

  • Replacement of Fixtures and Personalty Mortgagor shall not, without the prior written consent of Mortgagee, permit any of the Fixtures or Personalty owned or leased by Mortgagor to be removed at any time from the Land or Improvements, unless the removed item is removed temporarily for maintenance and repair or is permitted to be removed by the Credit Agreement.

  • Property Title (a) Borrower has good and marketable fee simple legal and equitable title to the real property comprising the Property, subject to Permitted Liens. The Mortgage Documents, when properly recorded and/or filed in the appropriate records, will create (i) a valid, first priority, perfected Lien on Borrower’s interest in the Property, subject only to the Permitted Liens, and (ii) perfected security interests in and to, and perfected collateral assignments of, all personalty (including the Leases), all in accordance with the terms thereof, in each case subject only to the Permitted Liens.

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