Right and Title to Assets. The Sellers are collectively the beneficial and legal owners of a 100% undivided interest in the Purchased Assets. The Sellers hold the Purchased Assets free and clear of all Encumbrances. Each of the Sellers have, and at the Closing Time will have, full legal right, power and authority to sell, assign and transfer its right, title and interest in and to the Purchased Assets to the Purchaser on the basis contemplated herein;

Right and Title to Assets. Northwestern is the beneficial owner of an undivided 100% interest in the Northwestern Assets, free and clear of all Encumbrances other than the Northwestern Governmental Interest. Northwestern has, and, at the Closing Time, Northwestern will have, the full legal right, power and authority to sell, assign and transfer its right, title and interest in and to the Northwestern Assets to the Project Company, or to a wholly-owned subsidiary thereof, on the basis contemplated herein.

Right and Title to Assets. UraMin is the beneficial owner of an undivided 100% interest in the UraMin Assets, free and clear of all Encumbrances other than the UraMin Governmental Interest. UraMin has, and, at the Closing Time, UraMin will have, the full legal right, power and authority to sell, assign and transfer its right, title and interest in and to the UraMin Assets to the Project Company, or to a wholly-owned subsidiary thereof, on the basis contemplated herein.

Right and Title to Assets. Except as disclosed in Schedule 3.1(g) with respect to the Contested Real Property, and other than in respect of the Owned Real Property, each of the Vendors is the beneficial owner of the Purchased Assets identified in Schedule 3.1(g) to the Vendor Disclosure Letter. Except as disclosed in Schedule 3.1(g) with respect to the Contested Real Property, and except with respect to the Owned Real Property, the Vendors in the aggregate are the legal and beneficial owners of all of the Purchased Assets and the Purchased Assets are free and clear of all Encumbrances other than Permitted Encumbrances. With respect to the Owned Real Property, MSL and Maderera are the legal and beneficial owners of the Owned Real Property free and clear of all Encumbrances, other than Permitted Encumbrances, subject to the disclosure set out in Schedule 1.1(aaaa) of the Vendor Disclosure Letter, and except as disclosed in Schedule 3.1(g) of the Vendor Disclosure Letter with respect to the Contested Real Property, which Owned Real Property is sufficient to allow the Business to be carried on substantially in the ordinary course in the manner the Business has been conducted during the eighteen (18) months preceding the Closing Date. With respect to the Contested Real Property, the reduction or loss of the Contested Real Property as a result of the current legal proceeding over the Contested Real Property will not materially and adversely impact on the ability of the Purchaser to operate the Business substantially in the ordinary course in the manner the Business has been conducted during the eighteen (18) months preceding the Closing Date.

Related to Right and Title to Assets

Good title to assets It and each of its Subsidiaries has a good, valid and marketable title to, or valid leases or licences of, and all appropriate Authorisations to use, the assets necessary to carry on its business as presently conducted.
Title to Assets The Company and the Subsidiaries have good and marketable title in fee simple to all real property owned by them and good and marketable title in all personal property owned by them that is material to the business of the Company and the Subsidiaries, in each case free and clear of all Liens, except for (i) Liens as do not materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries and (ii) Liens for the payment of federal, state or other taxes, for which appropriate reserves have been made therefor in accordance with GAAP and, the payment of which is neither delinquent nor subject to penalties. Any real property and facilities held under lease by the Company and the Subsidiaries are held by them under valid, subsisting and enforceable leases with which the Company and the Subsidiaries are in compliance.
Real Property; Title to Assets (a) Section 3.14(a) of the Company Disclosure Schedule sets forth a true and complete list of all real property owned by the Company or any of the Company Subsidiaries (collectively, the “Owned Real Property”). Except as would not have a Company Material Adverse Effect, the Company or a Subsidiary of the Company has good and valid fee title to each Owned Real Property, in each case free and clear of all Liens and defects in title, except for Permitted Liens. Neither the Company nor its Subsidiaries has granted, or is obligated under, any option, right of first offer, right of first refusal or similar contractual right to sell or dispose of the Owned Real Property or any portion thereof or interest therein. Neither the Company nor its Subsidiaries have leased or otherwise granted to any person the right to use or occupy any of the Owned Real Property or any portion thereof. (b) No member of the Company Group leases any real property, and no member of the Company Group is a party to any Contract to lease any real property or interest therein. (c) Except as would not have a Company Material Adverse Effect, (i) the Company Group has valid and subsisting ownership interests in all of the tangible personal property reflected in the Latest Balance Sheet as being owned by the Company Group or acquired after the date thereof (except tangible personal properties sold or otherwise disposed of since the date thereof in the ordinary course of business), free and clear of all Liens, other than Permitted Liens, and (ii) such tangible personal property is in good operating condition and repair (normal wear and tear excepted) and is adequate and suitable for the operation of the business of the Company Group, as currently conducted.
Good Title to Property The Company and each of the Subsidiaries has good and valid title to all property (whether real or personal) described in the Registration Statement, the Disclosure Package and the Prospectus as being owned by each of them, in each case free and clear of all liens, claims, security interests, other encumbrances or defects except such as are described in the Registration Statement, the Disclosure Package and the Prospectus and those that would not, individually or in the aggregate materially and adversely affect the value of such property and do not materially and adversely interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries. All of the property described in the Registration Statement, the Disclosure Package and the Prospectus as being held under lease by the Company or a Subsidiary is held thereby under valid, subsisting and enforceable leases, without any liens, restrictions, encumbrances or claims, except those that, individually or in the aggregate, are not material and do not materially interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries.
Title to Acquired Assets Other than the Security Interests set forth on Section 2(d) of the Disclosure Schedule (which shall be released at or before the Closing) the Seller has good and marketable title to all of the Acquired Assets, free and clear of any Security Interest or restriction on transfer.
Title to Assets; Encumbrances Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances. Seller warrants to Buyer that, at the time of Closing, all Assets shall be free and clear of all encumbrances.
Title to Property The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.
Title to Assets; Liens Unless specifically licensed or leased to the Company, title to the assets of the Company, whether real, personal or mixed and whether tangible or intangible, shall be deemed to be owned by the Company as an entity, and no Members, individually or collectively, shall have any ownership interest in such assets or any portion thereof or any right of partition. The Company shall be permitted to create, incur, assume or permit to exist Liens on any assets (including Equity Interests or other securities of any Person, including any Subsidiary) now owned or hereafter acquired by it or on any income or revenues or rights in respect of any thereof.
Title to Transferred Assets From and including the Closing Date until such Servicing Rights Assets are transferred to Purchaser under Section 2.2, Seller shall be the sole holder and owner of the Servicing Rights Assets and shall have good and marketable title to the Servicing Rights Assets, free and clear of any Liens. Upon the sale of such Servicing Rights Assets pursuant to Section 2.2, Seller will transfer to Purchaser good and marketable title to the Servicing Rights Assets free and clear of any Liens. Seller is the sole holder and owner of the Rights to MSRs and the sale and delivery to Purchaser of the Rights to MSRs pursuant to the provisions of this Sale Supplement will transfer to Purchaser good and marketable title to the Rights to MSRs free and clear of any Liens.
Title to Assets; No Encumbrances Each of the Loan Parties and its Subsidiaries has (a) good, sufficient and legal title to (in the case of fee interests in Real Property), (b) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (c) good and marketable title to (in the case of all other personal property), all of their respective assets reflected in their most recent financial statements delivered pursuant to Section 5.1, in each case except for assets disposed of since the date of such financial statements to the extent permitted hereby. All of such assets are free and clear of Liens except for Permitted Liens.

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