Common use of Title to Personal Properties Clause in Contracts

Title to Personal Properties. The Company has good and marketable title to, or a valid and effective right to use, all of their respective personal properties, including all personal properties reflected on the Latest Balance Sheet or acquired since the date of the Latest Balance Sheet (except property disposed of subsequent to that date in the Ordinary Course of Business and except other immaterial items). Such assets and properties are not subject to any mortgage, pledge, lien, claim, encumbrance, charge, security interest or title retention or other security arrangement except for liens for the payment of federal, state and other taxes, the payment of which is neither delinquent nor subject to penalties, and except for other liens and encumbrances incidental to the conduct of the business of the Company and its Subsidiaries or the ownership of their assets or properties which were not incurred in connection with the borrowing of money or the obtaining of advances and which do not in the aggregate materially detract from the value of the assets or properties of the Company or materially impair the use thereof in the operation of the Business. All leases pursuant to which the Company leases any substantial amount of personal property are valid and effective in accordance with their respective terms.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Icommerce Group Inc), Stock Purchase Agreement (Icommerce Group Inc), Stock Purchase Agreement (Icommerce Group Inc)

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Title to Personal Properties. The Company EINI has good and marketable title to, or a valid and effective right to use, all of their its respective personal properties, including all personal properties reflected on the Latest Balance Sheet EINI Financial Statements or acquired since the date of the Latest Balance Sheet EINI Financial Statements (except property disposed of subsequent to that date in the Ordinary Course ordinary course of Business business and except other immaterial items). Such assets and properties are not subject to any mortgage, pledge, lien, claim, encumbrance, charge, security interest or title retention or other security arrangement except for liens for the payment of federal, state and other taxes, the payment of which is neither delinquent nor subject to penalties, and except for other liens and encumbrances incidental to the conduct of the business of the Company and its Subsidiaries EINI or the ownership of their assets or properties properties, which were not incurred in connection with the borrowing of money or the obtaining of advances and which do not in the aggregate materially detract from the value of the assets or properties of the Company EINI or materially impair the use thereof in the operation of the Businesstheir respective businesses. All leases pursuant to which the Company EINI leases any substantial amount of personal property are valid and effective in accordance with their respective terms.

Appears in 1 contract

Samples: Merger Agreement (Entertainment Internet Inc)

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