Title; Liens and Encumbrances. The Grantor represents and warrants that it is (or to the extent that this Agreement states that the Collateral is to be acquired after the date hereof, will be) the record and beneficial owner of, having (or to the extent that this Agreement states that the Collateral is to be acquired after the date hereof, will have) good and marketable title to, the Collateral pledged by it hereunder, free of any and all Liens or options in favor of, or claims of, any other person, except the Liens created by this Agreement, and the Grantor will promptly notify the Secured Party of any such other Lien or claim made or asserted against the Collateral and the Grantor will defend the Collateral against any such Lien or other claim.
Title; Liens and Encumbrances. The Borrower has good and marketable title to all Collateral, and none of the Collateral is subject to any pledge, lease, trust, bailment, lien, security interest, encumbrance, charge or title retention or other security agreement or arrangement of any character whatsoever other than as permitted in the Supplemental Agreements.
Title; Liens and Encumbrances. At closing, Optionor shall transfer title to Optionee by a Warranty Deed conveying good and marketable title to the Optionee. The sale and transfer by Warranty Deed shall be free of all liens and encumbrances except for the following:
Title; Liens and Encumbrances. The Borrower has good and marketable title to all of its real property and valid title to all of its personal property, and none of its personal property is subject to any pledge, lease, trust, bailment, hen, security interest, encumbrance, charge or title retention or other security agreement or arrangement of any character whatsoever other than as permitted in the Supplemental Agreements.
Title; Liens and Encumbrances. Customer acknowledges, and agrees that Customer is a bailee of the Equipment and has no interest in or title to the Equipment. Customer shall keep the Equipment free from all liens and encumbrances, and shall notify Owner by telephone and in writing within twenty-four (24) hours of receiving notice of any lien, attachment, or other claim against the Equipment. Owner may place identification markings on the Equipment, reflecting its ownership, and file any precautionary UCC Financing Statements Owner may determine as necessary or desirable.
Title; Liens and Encumbrances. Grantor represents and warrants that it is (or to the extent that this Agreement states that the Collateral is to be acquired after the date hereof, will be) the record and beneficial owner of, having (or to the extent that this Agreement states that the Collateral is to be acquired after the date hereof, will have) good and marketable title to, the Collateral pledged by it hereunder, free of any and all Liens or options in favor of, or claims of, any other person, except for Permitted Encumbrances (and the other Liens permitted by Section 6.9 of the Credit Agreement) and the Liens created by this Agreement. Grantor will promptly notify Secured Party of any such other Lien or claim made or asserted against the Collateral and will defend the Collateral against any such Lien or other claim.
Title; Liens and Encumbrances. Optionor will deliver good and marketable title, insurable at regular rates by any reputable title insurance company. The Property shall be conveyed clear of all monetary liens and encumbrances, except easements, restrictions, rights, rights of way (recorded and unrecorded), matters which an accurate survey would disclose, instruments of record, governmental laws, rules, orders and regulations, governmental notices and pending municipal improvements (collectively, the "TITLE EXCEPTIONS").
Title; Liens and Encumbrances. Solvay has good and marketable title, free of any mortgage, charge, lien, security interest, restriction, encumbrance or pledge of any nature, to the rights being transferred or licensed to Jazz Pharmaceuticals hereunder. Solvay has the lawful right to grant the licenses as described herein and to assign the Elan Agreement as assigned herein.
Title; Liens and Encumbrances. Except for the Permitted Liens, the Company has good and marketable title to and possession of all of the Collateral, free and clear of all Liens. Except for the Permitted Liens, the Company has not granted and will not grant any Liens on the Collateral which would preclude the Investors from obtaining a first priority Lien on the Collateral.
Title; Liens and Encumbrances. The Sellers are the lawful owners, both beneficially and of record, of the Common Shares, the Series B Shares, the Warrants and the Anti-Dilution Warrants, free and clear of all liens, encumbrances and restrictions of every kind, and such securities represent all of the securities of the Company owned by the Sellers. Specifically, (a) LLR Partners owns 1,107,665 shares of the Common Stock, nine shares of the Series B Preferred Stock, and Warrants to purchase up to 672,274 shares of Common Stock, and (b) LLR Parallel owns 108,393 shares of the Common Stock, one share of the Series B Preferred Stock, and Warrants to purchase up to 68,226 shares of the Common Stock.
