Title to Pledged Collateral Sample Clauses

Title to Pledged Collateral. When any item of Pledged Collateral is pledged hereunder, the Pledgor will be the owner of such item of Pledged Collateral free and clear of all liens, security interests, charges and encumbrances of every kind and nature (other than those created hereunder); each share of stock comprising such item of Pledged Collateral will be fully paid and non-assessable; the Pledgor will have legal title to such Pledged Collateral and the Pledgor will have good and lawful authority to pledge, assign and deliver such item of Pledged Collateral in the manner hereby contemplated; and no consent or approval of any governmental body or regulatory authority, or of any securities exchange, will be necessary to the validity of the rights created hereunder. All action has been taken by the Pledgor to create and perfect a security interest in the Pledged Collateral, and the Pledgee has, or will have upon delivery of the Pledged Collateral, acquired a first and prior perfected security interest therein.

Title to Pledged Collateral. Pledgor is the sole owner of the Pledged Collateral; Pledgor has not granted to any other party any, and there are no, liens, security interests, charges, mortgages or other encumbrances in, to or on the Pledged Collateral except as described in the attached Disclosure Schedule.

Title to Pledged Collateral. The Pledgor owns all of the Pledged Collateral free and clear of any liens or encumbrances other than the liens and security interests granted hereby.

Title to Pledged Collateral. The Pledgor shall, subject to the terms of this Collateral Agreement, at all times hereafter have good title to the Pledged Collateral pledged hereunder, free of all Liens (other than the Liens created by this Collateral Agreement) and Transfer Restrictions (except for the Permitted Transfer Restrictions), and, subject to the terms of this Collateral Agreement, will at all times hereafter have good, right and lawful authority to assign, transfer and pledge such Pledged Collateral and all additions thereto under this Collateral Agreement. The Pledgor shall warrant and defend the Pledgor’s title to the Pledged Collateral, subject to the rights of the Collateral Agent, against the claims and demands of all Persons.

Title to Pledged Collateral. Title to the Pledged Collateral shall be held in accordance with the Pledge Agreement and the Federal Book-Entry Regulations.

Title to Pledged Collateral. Each Grantor represents and warrants that it has good and marketable title to, or a validly existing leasehold interest in, its Collateral, subject only to Liens permitted by the Restated Credit Agreement and the Collateral Documents, with such exceptions as are not material to such Grantor and its Subsidiaries taken as a whole. No Grantor will (i) create, incur, assume or permit to exist any Lien on any existing or future item of Collateral other than Liens permitted by the Restated Credit Agreement and the Collateral Documents and Liens in favor of the Trustee and the Secured Parties as contemplated by the Collateral Documents, and each Grantor hereby agrees to preserve and maintain in full force and effect the Liens on the Collateral created by the Collateral Documents in favor of the Trustee and the Secured Parties, or (ii) enter into or assume any agreement containing a negative pledge which would require a sharing of an interest in the Collateral or prohibits or limits the grant of any such interest. Until all of the Bank Obligations and the Trustee's Fees shall have been fully paid and satisfied, the Trustee shall be entitled to retain security in and Liens upon all Collateral and all of the Trustee's rights and remedies shall continue. Each Grantor represents and warrants that each Collateral Document creates a valid, enforceable and binding Lien in favor of the Trustee subject only to Liens permitted by the Restated Credit Agreement and the Collateral Documents.

Title to Pledged Collateral. Mezzanine Borrower validly acquired and is the legal and beneficial owner of the Pledged Collateral in which it has granted a security interest herein, free and clear of all Liens except such as are created pursuant to this Pledge Agreement. Mezzanine Borrower has the legal right to pledge and grant a security interest in the Pledged Collateral as herein provided without the consent of any other Person, other than any such consent that has been obtained. Mezzanine Borrower will have like title in, and the right to pledge, any other property at any time hereafter acquired by Mezzanine Borrower and pledged to Mezzanine Lender as Pledged Collateral hereunder.

Title to Pledged Collateral. Such Loan Party is the legal, record and beneficial owner of, and has good and marketable title to, all of the Pledged Collateral pledged by it hereunder, free and clear of any Liens other than Permitted Liens and Liens securing indebtedness to be repaid with the proceeds of the initial Loans under the Credit Agreement and in respect of which the Administrative Agent has received pay-off letters and instruments appropriate under local Law to effect the termination of such Liens. Other than financing statements or other similar or equivalent documents or instruments with respect to the Security Interests and Permitted Liens, no financing statement, mortgage, security agreement or similar or equivalent document or instrument covering all or any part of the Pledged Collateral is on file or of record in any jurisdiction in which such filing or recording would be effective to perfect a Lien on such Pledged Collateral. No Pledged Collateral is in the possession or control of any Person asserting any claim thereto or security interest therein, except that the Collateral Agent or its nominee, custodian or a Securities Intermediary acting on its behalf may have possession and/or control of Pledged Collateral as contemplated hereby and by the other Loan Documents.

Title to Pledged Collateral. Borrower is the sole owner of the Pledged Collateral; Borrower has not granted to any other party any, and there are no, liens, security interests, charges, mortgages or other encumbrances in, to or on the Pledged Collateral except as described in the attached Disclosure Schedule.