Title to Asset. After giving effect to the transactions contemplated by this Agreement, Purchaser will have good and valid title to the Asset, free and clear of all, liens, encumbrances, restrictions, security interests, mortgages, and claims (including any related to duty or customs).
Title to Asset. Seller has good and marketable title to the asset covered by this Agreement. Seller’s title to the asset is free and clear of any liens, encumbrances, or other defects.
Title to Asset. Immediately prior to the sale, transfer and assignment to Issuer, (i) Seller had good and marketable title to, and was the sole owner and holder of, such CMBS Security or CRE CDO Security, (ii) Seller had full right, power and authority to transfer, and is transferring, such CMBS Security or CRE CDO Security free and clear of any and all liens, pledges, encumbrances, charges, security interests or any other ownership interests of any nature encumbering such CMBS Security or CRE CDO Security, and (iii) no consent, approval or authorization of any Person is required for any such transfer or assignment by the holder of such CMBS Security or CRE CDO Security. In the case of any CMBS Security or CRE CDO Security that is a certificated security, Seller has delivered to Issuer or its designee such certificated security, along with any and all certificates, assignments, and bond powers executed in blank, necessary to transfer such certificated security under the issuing documents of such CMBS Security or CRE CDO Security.
Title to Asset. No Person has a continuing right of first refusal, option to acquire or other right or agreement that would entitle it to acquire all of any portion of the Asset now or in the future.
Title to Asset. Except as otherwise provided in Section 9.1, the Seller holds good and marketable title to the Asset, free and clear of restrictions on or conditions to transfer or assignment, and free and clear of liens, pledges, charges or encumbrances.
Title to Asset. Sellers have good and marketable title to the Common Shares conveyed hereunder. (c) Actions Pending. There are no actions, suits or proceedings pending or, to the knowledge of Sellers, threatened against or affecting the Common Shares at law or in equity, or before any governmental or public office, agency or authority which involves the possibility of any liability or which may result in any adverse change of ownership.
Title to Asset. Immediately prior to the sale, transfer and assignment to the Issuer, the Seller had good title to, and was the sole owner of, the Mezzanine Loan, the Seller is transferring the Mezzanine Loan free and clear of any and all liens, pledges, charges or security interests of any nature encumbering the Mezzanine Loan, and the transfer of the Mezzanine Loan complies with all requirements in, and no consents, approvals or authorizations are necessary under, any related Mezzanine Loan documents and/or intercreditor agreements to transfer the Mezzanine Loan to the Issuer or any such consent which is required has been obtained.
Title to Asset. Immediately prior to the sale, transfer and assignment to the Issuer, the Seller had good title to, and was the sole owner of, the Preferred Equity Security, the Seller is transferring the Preferred Equity Security free and clear of any and all liens, pledges, charges or security interests of any nature encumbering the Preferred Equity Security, and the transfer of the Preferred Equity Security complies with all requirements and no consents, approvals or authorizations are necessary under any related Preferred Equity Security documents and/or intercreditor agreements to transfer the Preferred Equity Security to the Issuer or any such consent which is required has been obtained.
Title to Asset. Immediately prior to the sale, transfer and assignment to Issuer, (i) Seller had good and marketable title to, and was the sole owner and holder of, such CMBS Security, (ii) Seller full right, power and authority to transfer, and is transferring, such CMBS Security free and clear of any and all liens, pledges, encumbrances, charges, security interests or any other ownership interests of any nature encumbering such CMBS Security, and (iii) no consent, approval or authorization of any Person is required for any such transfer or assignment by the holder of such CMBS Security. Upon consummation of the purchase contemplated to occur in respect of such CMBS Security on the Closing Date, Seller will have validly and effectively conveyed to Issuer all legal and beneficial interest in and to such CMBS Security free and clear of any pledge, lien, encumbrance or security interest.
Title to Asset. Except for the Rights of First Negotiation and First Offer of the Manager as set forth in Section 16.13 of the Management Agreement, no Person has a continuing right of first refusal, option to acquire or other right or agreement that would entitle it to acquire all of any portion of the Asset now or in the future.
