THE SELLER'S TITLE. 7.1 The Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits agreed to be sold and/or assigned by the Seller to the Mortgages Trustee pursuant to this Agreement free and clear of all mortgages, charges, liens, Encumbrances, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered or overriding interests which fall within any of the paragraphs of schedules 1 or 3 to the Land Registration Act 2002 (as such schedules have effect in accordance with section 90(5) and Schedule 12 of the Land Registration Act 2002) or Section 28(1) of the Land Registration (Scotland) Act 1979 and the Seller is not in breach of any covenant implied by reason of its selling the Portfolio with full title guarantee or absolute warrandice (or which would be implied if the Registered Transfers, Unregistered Transfers or Scottish Transfers, as applicable, were completed).
THE SELLER'S TITLE. 6.1 The Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits agreed to be sold by the Seller to the Mortgages Trustee pursuant to this Agreement free and clear of all mortgages, securities, charges, liens, overriding interests, encumbrances, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered interests which override first registration and a registered disposition within the meaning of Schedules 1 and 3 to the Land Registration Act 2002) and the Seller is not in breach of any covenant or obligation implied by reason of its selling the Portfolio with full title guarantee or absolute warrandice (or which would be implied if the Registered Transfers or Unregistered Transfers or Scottish Transfers, as applicable, were completed).
THE SELLER'S TITLE. 7.1 The Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits agreed to be sold by the Seller to the LLP pursuant to this Agreement free and clear of all mortgages, standard securities, securities, charges, liens, encumbrances, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered interests which override first registration and a registered disposition within the meaning of Schedule 1 and Schedule 3 to the Land Registration Act 2002 and overriding interests within the meaning of Section 28(1) of the Land Registration (Scotland) Act 1979 and burdens within the meaning of Section 38 of the Land Registration Act (Northern Ireland) 1970) and the Seller is not in breach of any covenant or obligation implied by reason of its selling each Loan and its Related Security with full title guarantee or absolute warrandice or as beneficial owner (or which would be implied if the Registered Transfers or Unregistered Transfers or Northern Irish Transfers or Scottish Transfers, as applicable, were completed).
THE SELLER'S TITLE. 6.1 The Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits agreed to be sold by the Seller to the Mortgages Trustee pursuant to this Agreement free and clear of all mortgages, securities, charges, liens, encumbrances, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered interests which override first registration and a registered disposition within the meaning of Schedules 1 and 3 to the Land Registration Act 2002 and overriding interests within the meaning of section 28(1) of the Land Registration (Scotland) Act 1979) and the Seller is not in breach of any covenant or obligation implied by reason of its selling the Portfolio with full title guarantee or absolute warrandice (or which would be implied if the Registered Transfers or Unregistered Transfers or Scottish Transfers, as applicable, were completed).
THE SELLER'S TITLE. 6.1 Immediately prior to the purchase of any Loan and the Related Security by the Issuer, and subject to registration or recording at the Land Registry or the Registers of Scotland (as the case may be), the Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits in relation to the Loans and Related Security agreed to be sold and/or assigned and/or held in trust by the Seller to or for the Issuer pursuant to the Mortgage Sale Agreement free and clear of all Security Interests, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered dispositions which override first registration and unregistered interests which override registered dispositions (as listed in Schedule 1 and Schedule 3 respectively of the Land Registration Act 2002) in the case of any property, interests or rights governed by English law, or any unregistered interests in the case of any property, interests or rights governed by Scots law), subject in each case only to the Mortgage Sale Agreement and the Borrower's equity of redemption (or, in the case of Scottish Loans, the Borrower’s reversionary rights) and the Seller is not in breach of any covenant or warranty implied by reason of its selling the Portfolio with full title guarantee or, in the case of any Scottish Loans and their Related Security, with absolute warrandice (or which would be implied if the relevant Land Registry transfers or Scottish Transfers, as applicable, were completed and registered or recorded, as appropriate).
THE SELLER'S TITLE. 6.1 Immediately prior to the purchase of any Loan and the Related Security by the LLP, and subject to registration or recording at the Land Registry or the Registers of Scotland or (as the case may be) the Registers of Northern Ireland, the Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits in relation to the Loans and Related Security agreed to be sold and/or assigned by the Seller to the LLP pursuant to this Agreement free and clear of all Security Interests, claims and equities (including, without limitation, rights of set-off or counterclaim and overriding interests within the meaning of either Section 3(xvi) of the Land Registration Act 1925 in the case of any property, interests or rights governed by English law, or Section 28(1) of the Land Registration (Scotland) Xxx 0000, in the case of any property, interests or rights governed by Scots law or Section 38 of the Land Registration Act (Northern Ireland) 1970 in the case of any property, interests or rights governed by Northern Irish law) subject in each case only to this Agreement and the Borrower's equity of redemption and the Seller is not in breach of any covenant or warranty implied by reason of its selling the relevant Portfolio with full title guarantee (or, in the case of Scottish Loans and their Related Security comprised in the relevant Portfolio, with absolute warrandice) (or which would be implied if the relevant Land Registry Transfers, Scottish Transfers or, as applicable, Northern Irish Transfers were completed and registered or recorded, as appropriate).
THE SELLER'S TITLE. 6.1 The Seller has good title to, and is the absolute unencumbered legal owner of, all property interests, rights and benefits agreed to be sold by the Seller to the Fund pursuant to this Agreement free and clear of all mortgages, securities, charges, liens, encumbrances, claims and equities.
THE SELLER'S TITLE. 6.1 Immediately prior to the purchase of any Loan and the Related Security by the Issuer, and subject to registration or recording at the Land Registry, the Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits in relation to the Loans and Related Security agreed to be sold and/or assigned and/or held in trust by the Seller to or for the Issuer pursuant to the Mortgage Sale Agreement free and clear of all Security Interests, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered dispositions which override first registration and unregistered interests which override registered dispositions (as listed in Schedule 1 and Schedule 3 respectively of the Land Registration Act 2002) subject in each case only to the Mortgage Sale Agreement and the Borrower's equity of redemption and the Seller is not in breach of any covenant or warranty implied by reason of its selling the Portfolio with full title guarantee (or which would be implied if the relevant Land Registry transfers were completed and registered.
THE SELLER'S TITLE. 6.1 Immediately prior to the purchase of any Loan and the Related Security by the Issuer, and subject to registration or recording at the Land Registry the Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits in relation to the Loans and Related Security agreed to be sold and/or assigned and/or held in trust by the Seller to or for the Issuer pursuant to this Agreement free and clear of all Security Interests, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered dispositions which override first registration and unregistered interests which override registered dispositions (as listed in Schedule 1 and Schedule 3 respectively of the Land Registration Act 2002) subject in each case only to this Agreement and the Borrower's equity of redemption and the Seller is not in breach of any covenant or warranty implied by reason of its selling the Portfolio with full title guarantee (or which would be implied if the relevant Land Registry transfers (the Land Registry Transfers) were completed and registered.
THE SELLER'S TITLE. 6.1 Immediately prior to the purchase of any Loan and the Related Security by the Issuer, and subject to registration or recording at the Land Registry or the Registers of Scotland (as the case may be), the Seller has good title to, and is the absolute unencumbered legal and beneficial owner of, all property, interests, rights and benefits in relation to the Loans and Related Security agreed to be sold and/or assigned and/or held in trust by the Seller to or for the Issuer pursuant to the Mortgage Sale Agreement free and clear of all Security Interests, claims and equities (including, without limitation, rights of set-off or counterclaim and unregistered dispositions which override first registration and unregistered interests which override registered dispositions (as listed in Schedule 1 and Schedule 3 respectively of the Land Registration Act 2002) in the case of any property, interests or rights governed by English law, or any overriding interest (as defined in Section 28(1) of the Land Registration (Scotland) Act 1979) in the case of any property, interests or rights governed by Scots law), subject in each case only to the Mortgage Sale Agreement and the Borrower's equity of redemption (or, in the case of Scottish Loans, the Borrower’s reversionary rights) and the Seller is not in breach of any covenant or warranty implied by reason of its selling the Portfolio with full title guarantee or, in the case of any Scottish Loans and their Related Security, with absolute warrandice (or which would be implied if the relevant Land Registry transfers or Scottish Transfers), as applicable, were completed and registered or recorded, as appropriate).
