Common use of Title to Properties; Possession Under Leases Clause in Contracts

Title to Properties; Possession Under Leases. (a) Each of the Loan Parties and their respective Subsidiaries has good and marketable title to, or valid leasehold interests in, substantially all its properties and assets, except for minor defects in title that do not interfere in any material respects with its ability to conduct its business as currently conducted or except as would not reasonably be expected to have a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02. (b) Each of the Loan Parties and their respective Subsidiaries has complied with its obligations under all leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party and all such leases are in full force and effect, in each case, except where the failure to comply or to be in full force or effect would not reasonably be expected to have a Material Adverse Effect. Each of the Loan Parties and their respective Subsidiaries enjoys peaceful and undisturbed possession under all such leases, except for Liens permitted by Section 6.02.

Appears in 4 contracts

Samples: Credit Agreement (Blackline, Inc.), Credit Agreement (Blackline, Inc.), Credit Agreement (Blackline, Inc.)

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Title to Properties; Possession Under Leases. (a) Each of Holdings, the Loan Parties Borrower and their respective each of the Subsidiaries has good and marketable title to, or valid leasehold interests in, substantially all its material properties and assetsassets (including any Mortgaged Property), except for minor defects in title that do not interfere in any material respects with its ability to conduct its business as currently conducted or except as would not reasonably be expected to have a Material Adverse Effectutilize such properties and assets for their intended purposes. All such material properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02. (b) Each of Holdings, the Loan Parties Borrower and their respective each of the Subsidiaries has complied with its all obligations under all leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party and all such leases are in full force and effecteffect except, in each case, except where the failure to comply for such noncompliance or such failures to be in full force or and effect would that could not reasonably be expected expected, individually or in the aggregate, to have result in a Material Adverse Effect. Each of Holdings, the Loan Parties Borrower and their respective each of the Subsidiaries enjoys peaceful and undisturbed possession under all such material leases, except for Liens permitted by Section 6.02.

Appears in 4 contracts

Samples: Credit Agreement (Ryan's Restaurant Leasing Company, LLC), Credit Agreement (Buffets Inc), Amendment Agreement (Buffets Holdings, Inc.)

Title to Properties; Possession Under Leases. (a) Each of the Loan Parties Parent Borrower and their respective its Subsidiaries has good and marketable title in fee simple or equivalent to, or valid good and marketable leasehold interests in, substantially or easements or other limited property interests in, all its properties Real Properties (including all Mortgaged Properties) and has good and marketable title to its personal property and assets, in each case, except for minor Permitted Liens and except for defects in title that do not interfere individually or in any material respects with the aggregate materially affect its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except as where the failure to have such title would not reasonably be expected to have have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens expressly permitted or Liens arising by Section 6.02operation of law. (b) Each The Parent Borrower and each of the Loan Parties and their respective its Subsidiaries has complied with its all material obligations under all leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party party, except where the failure to comply would not reasonably be expected to have Material Adverse Effect, and all such leases are in full force and effect, except leases in each case, except where respect of which the failure to comply or to be in full force or and effect would not reasonably be expected to have a Material Adverse Effect. Each . (c) Schedule 1.01(A) lists each Material Real Property owned by any Loan Party as of the Loan Parties and their respective Subsidiaries enjoys peaceful and undisturbed possession under all such leases, except for Liens permitted by Section 6.02Closing Date.

Appears in 3 contracts

Samples: Credit Agreement (Canopy Growth Corp), Credit Agreement (Canopy Growth Corp), Credit Agreement (Canopy Growth Corp)

Title to Properties; Possession Under Leases. (a) Each ------------------------------- ------------- of the Loan Parties Borrowers and their respective the Restricted Subsidiaries has good and marketable title to, or valid leasehold interests in, substantially to all its properties and assetsPrincipal Properties, except for minor defects in title and other restrictions that do not interfere in any material respects with its ability to conduct its business as currently conducted or except as would not reasonably be expected to have a Material Adverse Effectutilize such Principal Properties for their intended purposes. All such properties and assets the Principal Properties are free and clear of Liens, other than Liens expressly permitted by Section 6.026.01. (b) Each of the Loan Parties Borrowers and the Restricted Subsidiaries has valid leasehold interests in all the material properties that it purports to hold under lease, except for restrictions that do not interfere with its ability to conduct its business as currently conducted or to utilize such properties for their respective intended purposes. Each of the Borrowers and the Restricted Subsidiaries has complied with its all material obligations under all material leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party and all such leases are in full force and effect, except in each case, except where case for provisions of such leases that are being contested in good faith in the failure to comply or to be in full force or effect would not reasonably be expected to have a Material Adverse Effectordinary course of the Borrower's business. Each of the Loan Parties Borrowers and their respective the Restricted Subsidiaries enjoys peaceful and undisturbed possession under all such material leases, except for Liens permitted by Section 6.02.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Penney J C Funding Corp), 364 Day Revolving Credit Agreement (Penney J C Funding Corp)

Title to Properties; Possession Under Leases. (a) Each of the Loan Parties Borrower and their respective the Restricted Subsidiaries has good and marketable title to, or valid leasehold interests in, substantially all its properties and assets, except (i) for minor defects in title that do not interfere in any material respects with its ability to conduct its business as currently conducted or except as to utilize such properties and assets for their intended purposes or (ii) where such failure would not otherwise, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. All such material properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02. (b) Each of the Loan Parties Borrower and their respective the Restricted Subsidiaries has complied with its all obligations under all leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party and all such leases are in full force and effect, in each case, except where to the extent any failure to comply or to be in full force or effect do so would not reasonably be expected to have a Material Adverse Effect. Each of the Loan Parties Borrower and their respective the Subsidiaries enjoys peaceful and undisturbed possession under all such material leases, except for Liens permitted by Section 6.02to the extent any failure to do so would not reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Senior Unsecured Revolving Credit Agreement (Choice Hotels International Inc /De), Senior Unsecured Revolving Credit Agreement (Choice Hotels International Inc /De)

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Title to Properties; Possession Under Leases. (a) Each of the Loan Parties Borrower and their respective the Subsidiaries has good and marketable title to, or valid leasehold interests in, substantially all its properties and assetsassets that are material to its business (including all Mortgaged Property, if any), except for minor defects in title to the extent that the failure to do not interfere in any material respects with its ability to conduct its business as currently conducted or except as so would not reasonably be expected to have result in a Material Adverse Effect. All The interests of the Borrower and its Subsidiaries in such material properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02. Each of the Borrower and the Subsidiaries is the sole legal and beneficial owner of the respective assets over which it purports to xxxxx x Xxxx pursuant to the Loan Documents. (b) Each Except to the extent that the failure to comply or enjoy could not reasonably be expected to result in a Material Adverse Effect, (i) each of the Loan Parties Borrower and their respective the Subsidiaries has complied in all respects with its all obligations under all leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party and all such leases are in full force and effect, in effect and (ii) each case, except where the failure to comply or to be in full force or effect would not reasonably be expected to have a Material Adverse Effect. Each of the Loan Parties Borrower and their respective the Subsidiaries enjoys peaceful and undisturbed possession under all such leases, except for Liens permitted by Section 6.02.

Appears in 1 contract

Samples: Credit Agreement (Avadim Health, Inc.)

Title to Properties; Possession Under Leases. (a) Each of the Loan Parties and their respective Subsidiaries has good and marketable title to, or valid leasehold interests in, substantially all its properties and assets, except for minor defects in title that do not interfere in any material respects with its ability to conduct its business as currently conducted or except as would not reasonably be expected to have a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02. (b) Each of the Loan Parties and their respective Subsidiaries has complied with its obligations under all leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party and all such leases are in full force and effect, in each case, except where the failure to comply or to be in full force or effect would not reasonably be expected to have a Material Adverse Effect. Each of the Loan Parties and their respective Subsidiaries enjoys peaceful and undisturbed possession under all such leases, except for Liens permitted by Section 6.02. [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION.

Appears in 1 contract

Samples: Credit Agreement (Blackline, Inc.)

Title to Properties; Possession Under Leases. (a) Each of the Extended Loan Parties and their respective Subsidiaries has good and marketable title to, or valid leasehold interests in, substantially all its material properties and assets, except for minor defects in title that do not not, in the aggregate, materially interfere in any material respects with its ability to the conduct its of the business of the Extended Loan Parties taken as currently conducted a whole or except the use of the properties and assets of the Extended Loan Parties taken as would not reasonably be expected to have a Material Adverse Effectwhole for their intended purposes. All such material properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02. (b) Each of the Extended Loan Parties and their respective Subsidiaries has complied with its all obligations under all material leases (with respect to properties that are material to the business of the Loan Parties and their respective Subsidiaries taken as a whole) to which it is a party and all such leases are in full force and effect, in each case, except where to the extent that the failure to so comply or the failure to be in full force and effect, individually or effect would in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Each of the Extended Loan Parties and their respective Subsidiaries enjoys peaceful and undisturbed possession under all such material leases, except for Liens permitted by Section 6.02to the extent that the failure to enjoy such possession could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Blackstone Group L.P.)

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