Title of Properties. Absence of Liens and Encumbrances; Condition of Equipment.
Title of Properties. Absence of Liens and Encumbrances; Condition of -------------------------------------------------------------------- Equipment. ---------
Title of Properties. (A) The Corporation does not own any real property except as disclosed on Schedule 4(a)(xiii). Except as disclosed on Schedule 4(a)(xiii), the Corporation has good, marketable and insurable title to all properties and assets, real and personal, tangible and intangible, as reflected in the Audited Financial Statements or acquired subsequent to December 31, 2006 (other than those which have been disposed of in the ordinary course of business prior to the Closing Date).
Title of Properties. The Company has good, marketable and insurable title to all the material properties and assets it owns or purports to own in the operation of its business. The Company has good, marketable and insurable leasehold interests in or other rights to use all the material properties and assets it uses or purports to use in the operation of its business. None of such properties and assets is subject to any mortgage, pledge, lien, charge, security interest, encumbrance, restriction, lease, license, easement, liability or adverse claim of any nature whatsoever except as listed on Schedule 5(g)(iii). All the properties and assets which are in use by the Company are in good operating condition and repair, are suitable for the purposes used, are adequate and sufficient for their current operations. 8 (n) Schedules. Attached hereto are disclosure schedules to this Credit Agreement. Such disclosure schedules, listed below, are accurate and true as of the date hereof:
Title of Properties. 13 3.8 Condition and Sufficiency of Assets.................................13 3.9
Title of Properties. (a) Except for the Intellectual Property (title to which is described in Section 4.18), and except as would not have a Company Material Adverse Effect, the Company or one of its Subsidiaries has good, valid and marketable fee title to or a valid leasehold interest under a real property or a capitalized lease in all assets reflected on the Company’s balance sheet as of June 30, 2020, free and clear of all Liens, except for (a) non-real estate assets disposed of in the ordinary course of business since such date, (b) Liens disclosed in the Disclosure Schedule or in the Company SEC Documents, (c) Liens or imperfections of title that would be disclosed by an accurate survey, or inspection and/or that are not, individually, material in character, amount or extent and that do not materially detract from the value or materially interfere with the present or presently contemplated use and occupancy by the Company of the assets subject thereto or affected thereby, (d) Liens arising under conditional sale or title retention agreements, equipment leases or lease purchase agreements, (e) landlords’ Liens on personal property under any Leases, (f) Liens arising in the ordinary course of business (including, but not limited to, Liens for non-delinquent Taxes or non-delinquent governmental charges or levies, inchoate Liens of mechanics, carriers, workmen and repairmen, inchoate Liens incurred in connection with workmen’s compensation, unemployment insurance, social security and other like Laws, inchoate Liens to secure the performance of letters of credit, bids, tenders sales Contracts, leases, statutory obligations, surety, appeal and performance bonds and similar Liens) for amounts that are not delinquent, or (g) such Liens as are being contested in good faith and for which adequate reserves have been established in accordance with generally accepted accounting principles and that are reflected on the balance sheet of the Company or such Subsidiary. Each parcel of real property owned by the Company or any of its Subsidiaries (individually or collectively, “Owned Real Property”) or leased by the Company or any of its Subsidiaries (individually or collectively, “Leased Real Property”) is set forth in Section 4.19 of the Disclosure Schedule, together with a list of each lease and all amendments, modifications and other documents relating thereto (each, a “Lease”). A copy of each Lease has been delivered to Parent and there are no amendments to any such Lease other than th...
Title of Properties. (i) The Purchaser does not own any real property. Schedule 5(n) ------------- sets forth a list of all real property currently leased or subleased by Purchaser, the name of the lessor, the date of the lease and each amendment thereto and, with respect to any current lease or sublease, the aggregate annual rental and/or other fees payable under any such lease or sublease. The Purchaser has delivered to the Company correct and complete copies of the leases and subleases listed on Schedule 5(n). With respect to each lease and sublease ------------- listed on Schedule 5(n): -------------
Title of Properties. Encumbrances...........................10 3.17
Title of Properties. The Company has good and marketable title to all of its properties, interests in properties and assets, real and personal, reflected in the Current Balance Sheet or acquired after the Current Balance Sheet Date (except properties, interests in properties and assets sold or otherwise disposed of since the Current Balance Sheet Date in the ordinary course of business), or with respect to leased properties and assets, valid leasehold interests in, free and clear of all mortgages, liens, pledges, charges or encumbrances of any kind or character, except (i) the lien of current Taxes not yet due and payable, (ii) such imperfections of title, liens and easements as do not and will not materially detract from or interfere with the use of the properties subject thereto or affected thereby, or otherwise materially impair business operations involving such properties and (iii) liens securing debt which is reflected on the Current Balance Sheet. The plants, property and equipment of the Company that are used in the operations of its business are in good operating condition and repair, subject to normal wear and tear. All properties used in the operations of the Company are reflected in the Current Balance Sheet to the extent generally accepted accounting principles require the same to be reflected. Schedule 2.11 identifies each parcel of real property owned or leased by the Company.
Title of Properties. 22 4.11. Leases ....................................................................22 4.12. Franchises, Patents, Trademarks and Other Rights ..........................22 4.13. No Defaults ...............................................................22 4.14.
