Title; Absence of Liens. At the Closing, SHP will acquire from Biedxxxxx xxxd title to 382,647 OP Unitx, 000 xxxres of Lessee Class A Voting Stock and 200 shares of Lessee Class B Non-Voting Stock, free and clear of all Liens (other than Liens created, imposed 36 32 or granted by SHP and the Lien in favor of Sunstone OP created pursuant to the Agreement set forth on Schedule 3.2(h)), agreements or limitations on voting rights of any nature whatsoever other than restrictions imposed by the Securities Act and applicable state securities and "Blue Sky" laws.
Title; Absence of Liens. After giving effect to the consummation of the transactions described in Section 2.1, SHP will acquire from Xxxxxxxxx good title to 382,647 OP Xxxxx, 000 shares of Lessee Class A Voting Stock and 200 shares of Lessee Class B Non-Voting Stock, free and clear of all Liens (other than Liens created, imposed or granted by SHP and the Lien in favor of Sunstone OP created pursuant to the Agreement set forth on Schedule 3.2(h)), agreements or limitations on voting rights of any nature whatsoever other than restrictions imposed by the Securities Act and applicable state securities and "Blue Sky" laws.
Title; Absence of Liens. As of the date hereof and through the Closing Date, Transferor has not assigned or transferred to any third party any interests in the Transferred Assets. Other than ATA Permitted Liens, the title to the Transferred Assets is not subject to any Liens, security interests, rights or licenses granted by Transferor.
Title; Absence of Liens. Each of Management Sub and Management has, and at the Closing SHP and Management Newco will, acquire good and valid title interests in all properties, assets and other rights included in the Management Assets and the Basis Assets, respectively, free and clear of all Liens except for Permitted Liens or as set forth on Schedule 3.1(h).
Title; Absence of Liens. The Collateral is owned by the Borrower or held by it free and clear of any Lien, except for Liens expressly permitted pursuant to the Loan Documents. It has not filed or consented to the filing of (i) any financing statement or analogous document under the UCC or any other applicable laws covering any such Collateral, (ii) any assignment in which it assigns any such Collateral or any security agreement or similar instrument covering any such Collateral with the United States Patent and Trademark Office or the United States Copyright Office or (iii) any assignment in which it assigns any such Collateral or any security agreement or similar instrument covering any such Collateral with any foreign governmental, municipal or other office, which financing statement or analogous document is still in effect, except, in each case, for Permitted Liens.
Title; Absence of Liens. Epix has good and marketable title to all of the Collateral. None of the Collateral is subject to any prohibition against encumbering, pledging, hypothecating or assigning the same or requires notice or consent (except where consent has been previously and properly obtained) in connection therewith.
Title; Absence of Liens. As of the Closing, Schedule A sets forth an accurate and complete listing of all legal and beneficial ownership interests of NCEH in the Corporation (or any subsidiary or affiliate), including all capital stock, rights, warrants, options or other rights to acquire any security thereof. The Securities will be transferred to the Purchaser free and clear of any mortgages, pledges, charges, liens, security interests, rights of first refusal, options, restrictions, commitments, rights of other parties, assessments, conditions or other encumbrances of any kind (collectively, “Liens”) , other than as set forth in the Corporation’s Certificate of Incorporation and the documents entered into in connection with the Preferred Stock Financing. Upon delivery of the respective Purchase Price by the Purchasers to NCEH, the Purchasers will become the true and lawful owners of and will receive good title to the Securities.
Title; Absence of Liens. Seller is in possession of and has good title to, or valid rights under contract to use, all of the tangible personal property acquired pursuant to the August Agreement, solely to the extent acquired pursuant to the August Agreement. Since the date of the closing of the August Agreement, Seller has not granted or suffered any liens, mortgages, encumbrances, charges or security interests of any kind with respect to the LLC, its membership interests, or any of its assets or properties and has not received any written claims or demands against the LLC with respect to any of its assets or properties.
Title; Absence of Liens. Stack's has good and marketable title to all of the Transferred Assets, free and clear of any Liens, and upon consummation of the transactions contemplated by this Agreement, LLC will have good and marketable title to the Transferred Assets free and clear of any Liens. Without limiting the foregoing, Stack's owns free and clear of any Liens and has the right to use and knows of no other person having any right or claim in or to use the name “Stack's” in connection with the retail, wholesale or auction sale of coins, paper money or numismatic collectibles.
Title; Absence of Liens. Seller has good and marketable title to all of the Acquired Assets, free and clear of any Liens, and upon consummation of the transactions contemplated by this Agreement, Buyer will have good and marketable title to the Acquired Assets free and clear of any Liens.
