Title to Certain Assets. The Company owns the assets designated as collateral and described on Exhibit A to the Security Agreement, free and clear of any lien or encumbrance.
Title to Certain Assets. Except with respect to Technology and Real Property, the Vendor is the sole legal and beneficial owner and (where its interests are registrable) the sole registered owner of the Purchased Assets with good and valid title, free and clear of all Encumbrances other than Permitted Encumbrances and is exclusively entitled to possess and dispose of same (subject only, in the case of Contracts or Governmental Authorizations, to the necessity of obtaining consents to their assignment).
Title to Certain Assets. The Company is the sole legal and beneficial and (where its interests are registrable) the sole registered owner of all of its assets and interests in its assets, with good and valid title, free and clear of all Encumbrances other than Permitted Encumbrances. Schedule 4.14 sets out a list of all of the fixed assets, excluding small wares, of the Company.
Title to Certain Assets. With respect to the Assets other than the Oil and Gas Properties, SM Energy owns marketable title to such Assets free and clear of all Encumbrances, subject to Permitted Encumbrances.
Title to Certain Assets. NBME has good and marketable title or valid licenses to all of the NBME Preexisting Systems and NBME Marks to be provided by it for use by CVA, free and clear of all liens, claims, and encumbrances, and NBME has the unrestricted right to grant to NBVME the rights set forth in Sections 9.4(a), 9.6(a) and 9.6(b).
Title to Certain Assets. NBVME has good and marketable title to all of the NBVME Preexisting Test Items and NBVME Marks to be provided by it for use by CVA in connection with the NAVLE Examination System, free and clear of all liens, claims, and encumbrances, and NBVME has the unrestricted right to grant to NBME the rights set forth in Sections 9.3(a), 9.6(a) and 9.6(b).
Title to Certain Assets. Except as identified elsewhere in this Agreement, the Vendor is the sole legal and beneficial owner of the Purchased Assets with good and valid title, free and clear of all Encumbrances other than Permitted Encumbrances and other than Encumbrances that in the aggregate do not have a Material Adverse Effect and is entitled to possess and dispose of same (subject only, in the case of Contracts or Governmental Authorizations, to any necessity of obtaining consents to their assignment). For greater certainty, the Vendor is not the owner of (i) the Leased Real Property which is leased to the Vendor pursuant to the Real Property Leases, and (ii) any intellectual property that is licenced to the Vendor by third parties.
Title to Certain Assets. EmergeIT is the sole legal and beneficial and (where its interests are registrable) the sole registered owner of all of its respective assets and interests in its assets that it purports to own, with good, valid and marketable title, free and clear of all Encumbrances.
Title to Certain Assets. Paid owns its property and assets free and clear of all Encumbrances, except such Encumbrances that arise in the ordinary course of business and do not materially impair Paid’s ownership or use of such property or assets. With respect to the property and assets it leases, Paid is in compliance with such leases and holds a valid leasehold interest free of any Encumbrances.
Title to Certain Assets. On the date of this Agreement (to the extent in existence, with respect to Inventory) and on the Closing Date, the Sellers own and will own, respectively, all right, title, and interest in and to the Assets (other than the Trademarks, Trade Names, Other Intellectual Property, Manufacturing Equipment, and Plants, as to which representations are made elsewhere in this Agreement) free of Liens other than Permitted Encumbrances.
