TITLE/TAXES. Debtor has good and marketable title to Collateral and will warrant and defend same against all claims. Debtor will not transfer, sell, or lease Collateral (except as permitted herein). Debtor agrees to pay promptly all taxes and assessments upon or for the use of Collateral and on this Security Agreement. At its option, Bank may discharge taxes, liens, security interests or other encumbrances at any time levied or placed on Collateral. Debtor agrees to reimburse Bank, on demand, for any such payment made by Bank. Any amounts so paid shall be added to the Obligations.
TITLE/TAXES. Customer warrants that Customer has good title to and the right to possess the Product. Customer shall continuously hold title to all Product in the System and Magellan shall not be liable as an insurer of the Product. Customer shall pay any taxes, including ad valorem taxes, assessments or charges, which may be assessed against the Product stored by Customer under this Agreement. Customer agrees to reimburse Magellan for any such taxes, assessments or charges paid by Magellan for the benefit of Customer or as required by law on behalf of Customer, within thirty (30) days of Magellan’s demand therefor.
TITLE/TAXES. Ownership of fee title to the Facility Premises shall remain vested in Landlord during the Lease Term and thereafter, subject to the covenants, conditions and terms of this Lease, and Tenant shall have a leasehold interest in and to the Facility Premises during the Lease Term. All leasehold improvements, including, without limitation, all Capital Projects, made to the Facility Premises shall be vested with Landlord, who shall have fee title thereto, subject to the covenants, conditions and terms of this Lease. Notwithstanding the foregoing, no furnishings, furniture, trade fixtures, equipment or other personal property installed or constructed by Tenant on or within the Facility Premises shall be Landlord’s property (unless such property is permanently affixed to and a leasehold improvement of the Facility Premises), but shall be the property of Tenant. Notwithstanding that fee title to the Facility Premises shall remain vested in Landlord during the Lease Term, it is acknowledged that (i) Tenant will pay for and construct or provide (or cause to be constructed or provided) a significant portion of the Facility and the installations, additions, fixtures and improvements to be placed in or upon the Facility Premises, whether temporary or permanent; (ii) Tenant shall retain the sole beneficial and depreciable interest for tax purposes (to the extent of its investment and any funds arranged by it) in such items; and (iii) for all income tax purposes, neither Landlord nor any other Person shall have the right to take depreciation deductions with respect to such items, or claim any other right to tax benefits arising from such items, such rights being exclusively reserved to Tenant unless assigned by Tenant, in whole or in part, to one or more third parties (“Tenant’s Beneficial Rights”). It is the belief and intent of Landlord and Tenant that neither the Facility Premises, nor any portion thereof, shall be the subject of any imposition, levy or payment of ad valorem real property tax and, in recognition thereof, Landlord agrees to hold harmless, defend and indemnify Tenant against the same and Landlord shall pay, or shall reimburse Tenant for its payment of, any such ad valorem real property tax so imposed, levied or paid, if any. Notwithstanding anything contained herein to the contrary, the foregoing provision shall have no effect on Tenant’s liability and obligation to pay Base Rent, Gecko Investments’ liability and obligation to pay Office Base Rent, or to...
TITLE/TAXES. The Debtor has good and marketable title to the Collateral and will warrant and defend it against all claims. The Debtor will not transfer, sell, or lease the Collateral (except for sales of inventory in the ordinary course of business). The Debtor agrees to pay promptly all taxes and assessments upon or for the use of the Collateral and on this Agreement. At its option, the Secured Party may discharge taxes, liens, security interests or other encumbrances at any time levied or placed on the Collateral. The Debtor agrees to reimburse the Secured Party, on demand, for any such payment made by the Secured Party. Any amounts so paid shall be added to the Brightstar Obligations and be secured hereunder, and shall bear interest payable by the Debtor at the annual rate of eighteen percent per annum (18% p.
TITLE/TAXES. Borrower has good and marketable title to Collateral and will warrant and defend same against all claims. Borrower will not transfer, sell, or lease Collateral (except as permitted herein). Borrower agrees to pay promptly all taxes and assessments upon or for the use of Collateral and on this Security Agreement. At its option, Lender may discharge taxes, liens, security interests or other encumbrances at any time levied or placed on Collateral. Borrower agrees to reimburse Lender, on demand, for any such payment made by Lender. Any amounts so paid shall be added to the Obligations.
TITLE/TAXES. Debtor has good and marketable title to Collateral and will warrant and defend same against all claims. Debtor will not redeem, transfer, sell, or pledge Collateral (except as permitted herein). Debtor agrees to pay promptly all taxes and assessments upon or for the use of Collateral, the Note and on this Security Agreement. At its option, Secured Party may discharge taxes, liens, security interests or other encumbrances at any time levied or placed on Collateral or the Note and succeed to the Debtor's interest in the Collateral. Debtor agrees to reimburse Secured Party, on demand, for any such payment plus interest at the highest rate allowed by law made by Secured Party. Any amounts so paid together with interest on said amounts at the highest rate allowed by law shall be added to the Obligations.
TITLE/TAXES. Debtor has good and marketable title to the Collateral and will warrant and defend same against all claims. Debtor will not transfer, sell, or lease Collateral (except as permitted herein). Debtor agrees to pay promptly all taxes and assessments upon or for the use of Collateral and on this Security Agreement unless contested in good faith and diligently pursued and adequate reserves therefor are maintained by Debtor. At its option, Bank may discharge taxes, liens, security interests or other encumbrances at any time levied or placed on Collateral. Debtor agrees to reimburse Bank, on demand, for any such payment made by Bank. Any amounts so paid shall be added to the Obligations.
TITLE/TAXES. Seller has 100% ownership of, and good and marketable title to the Data, free and clear of any claim, lien, charge, security interest or other encumbrance, save and except for (i) the security interest granted to secure those obligations currently outstanding pursuant to (a) that certain indenture, dated as of December 23, 2009, by and among Seller, Geokinetics Holdings USA, Inc., the guarantors party thereto and U.S. Bank National Association, as trustee, as supplemented and (b) that certain Amended and Restated Credit Agreement, dated as of August 12, 2011, among Seller, White Box Advisors LLC and the others lenders party thereto from time to time, as amended and (ii) those obligations imposed in the Prior Licenses assumed by Buyer under Section 1.5, as set forth herein. There are no rebates, commissions, revenues or other sums due to any party or third party with respect to any of the Data, nor are there any third parties with any interest in any of the Data or entitled to any revenue, except as set forth in the Excluded Revenue as defined in Section 3.2. There are no taxes of any nature due and payable to any governmental entity for any license or sale of the Data prior to the date hereof, nor are there any tax audits by any governmental authority pending or requested relating to license or sales of the Data.
TITLE/TAXES. Pledgor has good and marketable title to Collateral and will warrant and defend same against all claims. Pledgor will not transfer, sell, or lease Collateral (except as permitted herein). Pledgor agrees to pay promptly all taxes and assessments upon or for the use of Collateral and on this Security Agreement. At its option, Lender may discharge taxes, liens, security interests or other encumbrances at any time levied or placed on Collateral. Pledgor agrees to reimburse Lender, on demand, for any such payment made by Lender. Any amounts so paid shall be added to the Obligations.
TITLE/TAXES. 5.1 Seller warrants title to all Gas delivered hereunder, that it has good and lawful authority to sell the same, that said Gas is free from liens and adverse claims of every kind. Title to all Gas delivered hereunder shall pass from Seller to Buyer at the Delivery Point(s).
5.2 Seller shall pay or cause to be paid all production, severance or similar taxes lawfully levied on Seller, on the gas, or on any transaction giving rise to taxes, and applicable to the Gas delivered hereunder which accrue prior to its delivery to Buyer at the Delivery Point(s), and Seller shall hold Buyer harmless therefrom. Buyer shall pay all taxes lawfully levied on Buyer applicable to such Gas at and after delivery to the Delivery Point(s) and shall hold Seller harmless therefrom. In the event that sales of Gas hereunder are subject to any local gas revenue, utility, sales or use taxes which Seller is obligated to remit to any competent taxing authority, Buyer shall reimburse Seller for any such taxes remitted by Seller in connection with sales of Gas hereunder. Buyer shall provide Seller with evidence of any applicable exemption or exclusion from sales or other similar taxes, in the appropriate states.
