Common use of Title to Assets; Encumbrances Clause in Contracts

Title to Assets; Encumbrances. Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8. Seller warrants to Buyer that, at the time of Closing, all Assets are free and clear of all Encumbrances other than those identified on Part 3.8 as acceptable to Buyer (“Permitted Encumbrances”).

Appears in 2 contracts

Samples: Asset Purchase Agreement (DigitalPost Interactive, Inc.), Asset Purchase Agreement (LOCAL.COM)

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Title to Assets; Encumbrances. Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8Exhibit 3.7 (“Encumbrances”). Seller warrants to Buyer that, at the time of Closing, all Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 Exhibit 3.7 as acceptable to Buyer (“Permitted Encumbrances”).

Appears in 2 contracts

Samples: Security Agreement (Viva International Inc), Asset Purchase Agreement (Jordan 1 Holdings Co)

Title to Assets; Encumbrances. Seller owns Sellers own good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8. Seller warrants Sellers warrant to Buyer that, at the time of Closing, all of the Assets are shall be free and clear of all Encumbrances Encumbrances, other than those identified on Part 3.8 as acceptable to Buyer (“Permitted Encumbrances”)arising solely by action of Buyer.

Appears in 1 contract

Samples: Strategic Alliance Agreement (Hooper Holmes Inc)

Title to Assets; Encumbrances. Other than the Permitted Encumbrances disclosed on Schedule 3.8, Seller owns good and transferable title to all of the Acquired Assets free and clear of any Encumbrances other than those described in Part 3.8Encumbrances. Seller warrants to Buyer that, at the time of Closing, all Acquired Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 as acceptable to Buyer (“the Permitted Encumbrances”).,

Appears in 1 contract

Samples: Asset Purchase Agreement (FusionStorm Global, Inc.)

Title to Assets; Encumbrances. Seller owns good and transferable title to all of the other Assets free and clear of any Encumbrances other than those described in Part 3.8. 3.8A. Seller warrants to Buyer that, at the time of Closing, all other Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 3.8.B as acceptable to Buyer ("Permitted Encumbrances").

Appears in 1 contract

Samples: Asset Purchase Agreement (Isonics Corp)

Title to Assets; Encumbrances. Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.83.9. Seller warrants to FindWhat and Buyer that, at the time of Closing, all Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 3.9 as acceptable to FindWhat and Buyer ("Permitted Encumbrances").

Appears in 1 contract

Samples: Asset Purchase Agreement (Findwhat Com Inc)

Title to Assets; Encumbrances. Seller owns good and transferable title to all of the other Assets free and clear of any Encumbrances other than those described in Part 3.8Encumbrances. Seller warrants to Buyer that, at the time of Closing, all other Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 as acceptable to Buyer (“Permitted Encumbrances”).

Appears in 1 contract

Samples: Asset Purchase Agreement (Golden Eagle International Inc)

Title to Assets; Encumbrances. Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8Encumbrances. Seller warrants to Buyer that, at the time of Closing, all Assets are free and clear of all Encumbrances other than those identified on Part 3.8 as acceptable to Buyer (“Permitted Encumbrances”).

Appears in 1 contract

Samples: Asset Purchase Agreement (LOCAL.COM)

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Title to Assets; Encumbrances. Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.83.9 (“Permitted Encumbrances”). Seller warrants to Buyer that, at the time of Closing, all other Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 3.9 as acceptable to Buyer (“Permitted Encumbrances”)Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (MBI Financial, Inc.)

Title to Assets; Encumbrances. Except for the Intellectual Property Assets addressed in Section 3.7(c) above, Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8Exhibit 3.9 (“Encumbrances”). Seller warrants to Buyer that, at the time of Closing, all other Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 Exhibit 3.9 as acceptable to Buyer (“Permitted Encumbrances”).

Appears in 1 contract

Samples: Asset Purchase Agreement (Talx Corp)

Title to Assets; Encumbrances. (a) Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8. Seller warrants to Buyer that, at the time of Closing, all the Assets are shall be free and clear of all Encumbrances other than those specifically identified on Part 3.8 as acceptable to Buyer ("Permitted Encumbrances").. 3.9

Appears in 1 contract

Samples: Asset Purchase Agreement (Big Dog Holdings Inc)

Title to Assets; Encumbrances. Subject to the entry of the Approval Order, Seller owns good and transferable title to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8. Subject to the entry of the Approval Order, Seller warrants to Buyer that, at the time of Closing, all Assets are free and clear of all Encumbrances other than those identified on Part 3.8 as acceptable to Buyer (“Permitted Encumbrances”).

Appears in 1 contract

Samples: Asset Purchase Agreement (LOCAL.COM)

Title to Assets; Encumbrances. Seller owns good and transferable title ------------------------------ to all of the Assets free and clear of any Encumbrances other than those described in Part 3.8Encumbrances. Seller warrants to Buyer that, at the time of Closing, all Assets are shall be free and clear of all Encumbrances other than those identified on Part 3.8 as acceptable to Buyer (“Permitted Encumbrances”).. 3.10

Appears in 1 contract

Samples: Asset Purchase Agreement (Gsi Group Inc)

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