Common use of Title to Assets; No Encumbrances Clause in Contracts

Title to Assets; No Encumbrances. Each of the Loan Parties and its Subsidiaries has (a) good, sufficient and legal title to (in the case of fee interests in Real Property), (b) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (c) good and marketable title to (in the case of all other personal property), all of their respective assets reflected as owned in their most recent financial statements delivered pursuant to Section 5.1 to the extent material to the operation of its business, in each case except for assets disposed of since the date of such financial statements to the extent, if the disposition occurred on and after the Closing Date, permitted hereby. All of such assets are free and clear of Liens except for Permitted Liens.

Appears in 2 contracts

Samples: Credit Agreement (Tessco Technologies Inc), Credit Agreement (Tessco Technologies Inc)

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Title to Assets; No Encumbrances. Each of the Loan Parties and its Subsidiaries has (a) good, sufficient and legal title to (in the case of fee interests in Real Property), (b) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (c) good and marketable title to (in the case of all other personal property), all of their respective assets reflected as owned in their most recent financial statements delivered pursuant to Section 5.1 5.1, which are the assets necessary to the extent material own and operate its business as presently conducted and as anticipated to the operation of its businessbe conducted, in each case except for assets disposed of since the date of such financial statements to the extent, if the disposition occurred on and after the Closing Date, extent permitted hereby. All of such assets are free and clear of Liens except for Permitted Liens.

Appears in 2 contracts

Samples: Credit Agreement (Falcon Capital Acquisition Corp.), Credit Agreement (Falcon Capital Acquisition Corp.)

Title to Assets; No Encumbrances. Each of the Loan Parties and its Restricted Subsidiaries has (a) good, sufficient marketable, legal, and legal insurable fee simple title to (in the case of fee interests in Real Property), (b) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (c) good and marketable title to (in the case of all other personal property including intellectual property), all of their respective assets reflected as owned in their most recent financial statements delivered pursuant to Section 5.1 to the extent material to the operation of its business5.1, in each case case, except for assets disposed of since the date of such financial statements to the extent, if extent permitted hereby and assets that are not material for the disposition occurred on and after the Closing Date, permitted herebyoperation of its business. All of such assets are free and clear of Liens except for Permitted Liens.

Appears in 2 contracts

Samples: Credit Agreement (Glass House Brands Inc.), Credit Agreement (Glass House Brands Inc.)

Title to Assets; No Encumbrances. Each of the Loan Parties and its Subsidiaries has (a) good, sufficient and legal title to (in the case of fee interests in Real Property), (b) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (c) good and marketable title to (in the case of all other personal property), all of their respective assets reflected as owned in their most recent financial statements delivered pursuant to Section 5.1 6.1 and most recent collateral reports delivered pursuant to the extent material to the operation of its businessSection 6.2, in each case except (A) for assets disposed of since the date of such financial statements to the extent, if extent permitted hereby or (B) as individually or in the disposition occurred on and after the Closing Date, permitted herebyaggregate could not reasonably be expected to result in a Material Adverse Change. All of such assets are free and clear of Liens except for Permitted Liens.

Appears in 2 contracts

Samples: Credit and Security Agreement (Differential Brands Group Inc.), Credit and Security Agreement (Differential Brands Group Inc.)

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Title to Assets; No Encumbrances. Each of the Loan Parties and its Subsidiaries has (a) good, sufficient and legal title to (in the case of fee interests in Real Property), (b) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (c) good and marketable title to (in the case of all other personal property), all of their respective assets reflected as owned in their most recent financial statements delivered pursuant to Section 5.1 to the extent material to the operation of its business5.1, in each case except for (A) assets not material to the conduct of the business having an aggregate value for all such assets of not more than $100,000 and (B) assets disposed of since the date of such financial statements to the extent, if the disposition occurred on and after the Closing Date, extent permitted hereby. All of such assets are free and clear of Liens except for Permitted Liens.

Appears in 1 contract

Samples: Credit Agreement (Avid Technology, Inc.)

Title to Assets; No Encumbrances. Each of the Loan Parties and its Subsidiaries has (ai) good, sufficient and legal title to (in the case of fee interests in Real Property), (bii) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (ciii) good and marketable title to (in the case of all other personal property, excluding intellectual property), all of their respective assets reflected as owned in their most recent financial statements delivered pursuant to Section 5.1 to the extent material to the operation of its business5.1, in each case except for (x) assets disposed of since the date of such financial statements to the extent, if the disposition occurred on and after the Closing Date, extent permitted hereby; and (y) assets the aggregate value of which at any time does not exceed $500,000. All of such assets are free and clear of Liens except for Permitted Liens.

Appears in 1 contract

Samples: Credit Agreement (Intapp, Inc.)

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