Common use of Title to Assets, Etc Clause in Contracts

Title to Assets, Etc. Except for Permitted Encumbrances and except as -------------------- set forth on Schedule 4.17, the Company and its Subsidiaries have good and ------------- marketable title to, or valid and subsisting leasehold interests in, all tangible assets and valid ownership or licensing rights to all intangible assets material to their businesses as currently conducted. Except for Permitted Encumbrances and as set forth on Schedule 4.17, none of the material assets is ------------- subject to any Encumbrance, except for Encumbrances which, individually or in the aggregate, are not substantial in amount and do not materially detract from the value of the property or assets of the Company and its Subsidiaries, taken as a whole, or materially interfere with the present use of such property or assets (taken as a whole) and have not arisen other than in the ordinary course of business. The Company and each Subsidiary has in all material respects performed all the obligations required to be performed by it with respect to all material assets leased by it through the date hereof. All such material leases are valid, binding and enforceable with respect to the Company and its Subsidiaries, to the extent each is a party thereto, in accordance with their terms (except that such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium, and similar laws relating to or affecting creditors' rights generally, and (ii) general equitable principles) and are in full force and effect; no event of default has occurred which constitutes a default thereunder on the part of the Company or any Subsidiary and the Company has no Knowledge of the occurrence of any event of default which constitutes a default thereunder by any other party.

Title to Assets, Etc. Except for Permitted Encumbrances Encumbrances, each of Holdings and except as -------------------- set forth on Schedule 4.17, the Company and its Subsidiaries have PerImmune has good and ------------- marketable title to, to or valid and subsisting leasehold interests in, in all tangible assets and valid ownership or licensing rights to all intangible assets material to their businesses as currently conducted. Except for Permitted Encumbrances and conducted and, except as set forth on Schedule 4.173.13, none of the material assets is ------------- subject to any Encumbrance, except for Encumbrances which, individually or in the aggregate, are not substantial in amount and do not materially detract from the value of the property or assets of the Company and its Subsidiaries, taken Holdings or PerImmune (as a whole, applicable) or materially interfere with the present use of such property or assets (taken as a whole) and have not arisen other than in the ordinary course of business. The Company Each of Holdings and each Subsidiary PerImmune has in all material respects performed all the obligations required to be performed by it with respect to all material assets leased by it through the date hereof, except where the failure to perform would not have a Material Adverse Effect on Holdings or PerImmune (as applicable). All such material leases are valid, binding and enforceable with respect to the Company and its Subsidiaries, to the extent each is a party thereto, Holdings or PerImmune (as applicable) in accordance with their terms (except that such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium, and similar laws relating to or affecting creditors' rights generally, and (ii) general equitable principles) and are in full force and effect; no event of default has occurred which constitutes a default thereunder on the part of the Company Holdings or any Subsidiary PerImmune (as applicable) and the Company neither Holdings nor PerImmune has no Knowledge knowledge of the occurrence of any event of default which constitutes a default thereunder by any other partyparty which defaults are reasonably likely to have a Material Adverse Effect on it.

Title to Assets, Etc. Except for Permitted Encumbrances and except as -------------------- set forth on Schedule 4.17Encumbrances, the -------------------- Company and its Subsidiaries have good and ------------- marketable title to, to or valid and subsisting leasehold interests in, in all tangible assets and valid ownership or licensing rights to all intangible assets material to their businesses as currently conducted. Except for Permitted Encumbrances and conducted and, except as set forth on Schedule 4.174.18, none of the material assets is ------------- subject to any Encumbrance, except for Encumbrances which, individually or in the aggregate, are not substantial in amount and do not materially detract from the value of the property or assets of the Company and its Subsidiaries, Subsidiaries taken as a whole, whole or materially interfere with the present use of such property or assets (taken as a whole) and have not arisen other than in the ordinary course of business. The Company and each Subsidiary has in all material respects performed all the obligations required to be performed by it with respect to all material assets leased by it through the date hereof, except where the failure to perform would not have a Material Adverse Effect on the Company and its Subsidiaries, taken as a whole. All such material leases are valid, binding and enforceable with respect to the Company and its Subsidiaries, to the extent each is a party thereto, Subsidiaries in accordance with their terms (except that such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium, and similar laws relating to or affecting creditors' rights generally, and (ii) general equitable principles) and are in full force and effect; no event of default has occurred which constitutes a default thereunder on the part of the Company or any Subsidiary and the Company has no Knowledge of the occurrence of any event of default which constitutes a default thereunder by any other partyparty which defaults are reasonably likely to have a Material Adverse Effect on the Company.