Title; Possession. Seller has good and marketable title to the Shares being transferred hereby and there are no security interests, liens or other encumbrances whatsoever with respect thereto. Seller has possession of the certificates representing the Shares being transferred hereby.
Title; Possession. Buyer shall take title, possession and control of the gas no later than at the Point of Delivery.
Title; Possession. Risk of Loss. Title, possession and risk of loss or destruction or damage to the Assets shall pass to Westlake as of the Closing Date; provided, however, that this Section 3.2 shall not diminish, limit or otherwise impair in any manner Westlake's rights under the other provisions of this Agreement or the other Transaction Documents which apportion liability among the parties with respect to events, occurrences, omissions or other matters arising or occurring during specified periods. 3.3
Title; Possession. BUYER's obligation to proceed with the Close of Escrow and purchase the Property is contingent upon SELLER's delivery of title to the Property in accordance with section 9 above, SELLER's delivery of possession of the Property in accordance with the requirements of this Agreement and Title Company's delivery or irrevocable commitment to deliver the Owner's Title Policy insuring BUYER's title to the Property subject only to matters approved or deemed approved by BUYER pursuant to section 9 above.
Title; Possession. Seller has good and marketable title to all of the issued and outstanding Shares of the Company, and there are no security interests, liens or other encumbrances whatsoever with respect thereto. Parent has good and marketable title to the Notes, and there are no security interests, liens or other encumbrances whatsoever with respect thereto. There are no options, warrants, convertible securities or other instruments representing, exercisable for or convertible into Shares or any other equity interest in the Company.
Title; Possession. Xxxx and CareKeeper have good and marketable title to the Shares being transferred hereby and there are no Encumbrances whatsoever with respect thereto.
Title; Possession. 11 Section 5.2 Hazardous Materials......................................................................11 ARTICLE 6. PLANS, APPROVALS, DELIVERY OF POSSESSION.................................................15 Section 6.1 Approved Plan............................................................................15 Section 6.2 Permits, Approvals.......................................................................15 Section 6.3 Delivery of Possession, Outside Date.....................................................15
Title; Possession. Landlord represents, warrants and covenants that throughout the term of the Lease: (a) Landlord owns and shall own the Leased Premises in fee simple subject to no easements, encumbrances or restrictions that would impair the operation or use of the Leased Premises for the Intended Use; (b) as of the Effective Date, the Leased Premises will be subject to no mortgage other than to the Mortgage described on Exhibit C (the "Construction Mortgage"); (c) the Leased Premises is and shall be free of tenants and occupants other than Tenant, its successors and assigns and those claiming by or through Tenant, its successors and assigns; (d) there are and shall be no violations of record or open applications with respect to the Leased Premises or the Building that would impair or prevent (i) obtaining all permits required to construct Landlord's Work and Tenant's Work on the Leased Premises, (ii) constructing Landlord's Work and Tenant's Work, or (iii) obtaining any certificates, licenses, or permits required to operate the Leased Premises for the Intended Use; (e) to Landlord's knowledge as of the Effective Date and as of Delivery of Possession, no material change or event is planned by any governmental entity or private party, including Landlord, that would adversely affect Tenant's operations on or the Intended Use of the Leased Premises; (f) (i) there is and shall be no violation of any legal requirements (excluding violations by Tenant), (ii) use of the Leased Premises for the Intended Use does not and will not breach or violate any covenant or restriction which is or is alleged to be enforceable and which encumbers or which is claimed to encumber the Leased Premises, and (iii) there is not and shall not be any lawsuit, claim, or administrative hearing arising from any breach or violation (or alleged breach or violation) of any covenant or restriction encumbering all or part of the Leased Premises which in any manner adversely affects or could adversely affect the construction, improvement, operation, or use of the Leased Premises for its Intended Use, or any of Tenant's Work, or any work or obligations of Landlord; (g) Landlord has the right to execute, deliver and perform this Lease, and Landlord's execution, delivery or performance of this Lease does not require the approval or joinder of any other person; and (h) Tenant shall at all times be entitled peaceably and quietly occupy and enjoy the Leased Premises in accordance with the terms of this Lease. Landlor...
Title; Possession. The Shipowner lawfully owns and is lawfully possessed of the Vessel free from any Security Interest whatsoever (except for Permitted Security Interests), and will warrant and defend the title and possession thereto and to every part thereof for the benefit of the Mortgagee against the claims and demands of all persons whomsoever; provided, however, that notwithstanding anything herein to the contrary, no intention to subordinate the Security Interest and lien granted in favor of the Mortgagee hereunder is to be implied or expressed by the permitted existence of the Permitted Security Interests.
