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. 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. 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. 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. 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. Upon Shipment of each Unit, good and valid title to such Unit will be duly, validly and effectively conveyed and transferred to the Lessor, free and clear of all Liens (except Liens of the type described in clauses (a), (b) or (c) of the definition of "Permitted Liens"). Upon payment through Advances for and delivery of the materials and equipment to be provided by each EPC Contractor to complete the Site Improvements under each Facility EPC Agreement and the other Major Project Agreements (other than the Equipment Contracts until Shipment and the Interconnection Agreements), good and valid title to such materials and equipment will be held by the Lessor, free and clear of all Liens (except Liens of the type described in clauses (a), (b) or (c) of the definition of "Permitted Liens").
Title to Asset. Seller has good and marketable title to the demised Assets conveyed hereunder. (d) Actions Pending. There are no actions, suits or proceedings pending or, to the knowledge of Seller, threatened against or affecting the subject Asset 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 in the ownership of the Purchased Asset. (e)
Title to Asset. Condition of Asset. Seller owns, or has either good and marketable title to, or valid and enforceable leasehold interest in the Asset, free and clear of all Liens, other than those disclosed in the Seller Financial Statements (as hereafter defined). No person or entity has any right or option to acquire the Asset. Seller has the right to use the Asset as presently being used, and its use of the Asset does not violate the material provisions of (a) any agreement to which Seller is a party, (b) the requirements of applicable laws, rules or regulations, and/or (c) any order of any court or regulatory body of competent jurisdiction that is binding on Seller, or the Asset. The Asset is in good condition and repair, normal wear and tear excepted, and have been maintained in accordance with all applicable ordinances, specifications, environmental laws, and warranties and normal industry practice. The Asset meets the good manufacturing practice ("GMP") standards established by the central government of China for the production of medical and chemical products.
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.
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.
