Title and Rights re: Other Assets. Primero and the Primero Subsidiaries, as applicable have good and valid title to all material properties and assets other than Primero Properties and Primero Mineral Rights (which are addressed elsewhere) reflected in the audited consolidated financial statements for the year ended December 31, 2010 (or acquired after that date) or as described in the annual information form dated March 29, 2011 of Primero or valid leasehold or license interests in all material properties and assets not reflected in such financial statements but used by Primero or any of the Primero Subsidiaries, free and clear of all material Encumbrances, other than the Primero Permitted Encumbrances, and there are no back-in rights, earn-in rights, purchase options, rights to first refusal or similar provisions or rights which would affect Primero’s or any of the Primero Subsidiaries’ interest in any of the foregoing-described material properties and assets.
Title and Rights re: Other Assets. Northgate and the Northgate Subsidiaries, as applicable have good and valid title to all material properties and assets other than Northgate Properties and Northgate Mineral Rights (which are addressed elsewhere) reflected in the audited consolidated financial statements for the year ended December 31, 2010 (or acquired after that date) or as described in the annual information form dated March 29, 2011 of Northgate or valid leasehold or license interests in all material properties and assets not reflected in such financial statements but used by Northgate or any of the Northgate Subsidiaries, free and clear of all material Encumbrances other than the Northgate Permitted Encumbrances, and, except as disclosed in the Northgate Disclosure Letter, there are no back-in rights, earn-in rights, purchase options, rights to first refusal or similar provisions or rights which would affect Northgate’s or any of the Northgate Subsidiaries’ interest in any of the foregoing-described material properties and assets.
Title and Rights re: Other Assets. Except as would not reasonably be expected, individually or in the aggregate, to be materially prejudicial in respect of Alacer, other than the Alacer Material Property, Alacer Exploration Properties and the Alacer Material Permits, Alacer and its material subsidiaries, as applicable, have good and valid title to all material properties and material assets reflected in the Alacer Financial Statements, free and clear of all Liens (other than Permitted Liens), or valid leasehold or licence interests in all material properties and material assets not reflected in such financial statements but used by Alacer or any of its material subsidiaries.
Title and Rights re: Other Assets. Except (i) as disclosed in Section 4.1(1)(t) of the SSR Disclosure Letter, or (ii) as would not reasonably be expected, individually or in the aggregate, to be materially prejudicial in respect of SSR, other than the SSR Material Properties, the SSR Exploration Properties and the SSR Material Permits, SSR and its material subsidiaries, as applicable, have good and valid title to all material properties and material assets reflected in the SSR Financial Statements, free and clear of all Liens (other than Permitted Liens), or valid leasehold or licence interests in all material properties and material assets not reflected in such financial statements but used by SSR or any of its material subsidiaries.
Title and Rights re: Other Assets. Except as disclosed in the Company Disclosure Letter, the Company and the Company Subsidiaries have good and valid title to all their respective material properties and assets reflected in the Company Financial Statements (or acquired after June 30, 2022) or valid leasehold or licence interests in all material properties and assets not reflected in such financial statements but used by the Company or any of the Company Subsidiaries, free and clear of all material Encumbrances other than the Company Permitted Encumbrances, and there are no back-in rights, earn-in rights, purchase options, rights to first refusal or similar provisions or rights which would affect the Company’s or one of the Company Subsidiaries’ interest in any of the foregoing-described material properties and assets other than the Leased Real Property.
Title and Rights re: Other Assets. Richmont and the Richmont Subsidiaries have good and valid title to all their respective material properties and assets other than the Richmont Property and the Richmont Mineral Rights (which are addressed in Section 3.1(p)) reflected in the Richmont Financial Statements (or acquired after June 30, 2017) or valid leasehold or licence interests in all material properties and assets not reflected in such financial statements but used by Richmont or any of the Richmont Subsidiaries, free and clear of all material Encumbrances other than the Richmont Permitted Encumbrances, and there are no back-in rights, earn-in rights, purchase options, rights to first refusal or similar provisions or rights which would affect Richmont’s or one of the Richmont Subsidiaries’ interest in any of the foregoing-described material properties and assets (other than the Richmont Property and Richmont Mineral Rights, which are addressed elsewhere in this Agreement).
Title and Rights re: Other Assets. Target and the Target Subsidiaries, as applicable, have good and valid title to all material properties and assets other than the Target Properties and the Target Mineral Rights (which are addressed elsewhere) reflected in the audited consolidated financial statements for the year ended April 30, 2011 (or acquired after that date) or valid leasehold or license interests in all material properties and assets not reflected in such financial statements but used by Target or any of the Target Subsidiaries, free and clear of all material Encumbrances, other than the Target Permitted Encumbrances, and there are no back-in rights, earn-in rights, purchase options, rights to first refusal or similar provisions or rights which would affect Target's or any of the Target Subsidiaries' interest in any of the foregoing-described material properties and assets.
Title and Rights re: Other Assets. Except as set out in the Company Disclosure Letter, the Company and its material subsidiaries, as applicable, have good and valid title to all material properties and material assets reflected in the Company Financial Statements, including the Company Material Permits, free and clear of all Liens, or valid leasehold or licence interests in all material properties and material assets not reflected in such financial statements but used by the Company or any of its material subsidiaries.
Title and Rights re: Other Assets. Except as would not reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect on the Company and other than the Company Properties and the Company Material Permits, the Company and its material subsidiaries, as applicable, have good and valid title to all material properties and material assets reflected in the Company Financial Statements, free and clear of all Liens, or valid leasehold or licence interests in all material properties and material assets not reflected in such financial statements but used by the Company or any of its material subsidiaries.
Title and Rights re: Other Assets. Carlisle has good and valid title to all material properties and assets other than the Carlisle Property and the Carlisle Mineral Rights (which are addressed elsewhere) reflected in the audited financial statements for the year ended August 31, 2014 (or acquired after that date) or as described in the annual information form dated as of November 26, 2014 of Carlisle or valid leasehold or licence interests in all material properties and assets not reflected in such financial statements but used by Carlisle, free and clear of all material Encumbrances other than the Carlisle Permitted Encumbrances, and there are no back-in rights, earn-in rights, purchase options, rights to first refusal or similar provisions or rights which would affect Carlisle’s interest in any of the foregoing-described material properties and assets (other than the Carlisle Property and Carlisle Mineral Rights, which are addressed elsewhere in this Agreement).
