Common use of Title to Properties Clause in Contracts

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 75 contracts

Samples: Underwriting Agreement (LZ Technology Holdings LTD), Underwriting Agreement (Ruanyun Edai Technology Inc.), Underwriting Agreement (Ruanyun Edai Technology Inc.)

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Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment equipment, and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment equipment, or personal property by the Company.

Appears in 38 contracts

Samples: Underwriting Agreement (Tianci International, Inc.), Underwriting Agreement (Cuprina Holdings (Cayman) LTD), Underwriting Agreement (Cuprina Holdings (Cayman) LTD)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment equipment, and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 16 contracts

Samples: Underwriting Agreement (Cre8 Enterprise LTD), Underwriting Agreement (New Century Logistics (BVI) LTD), Underwriting Agreement (Xiao-I Corp)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title to all the properties property and other assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in Registration Statement, the Pricing Disclosure Package and the Prospectus), in each case (except as disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus) free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defect, defects except such as those that do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made conduct of such real property, improvements, equipment or personal property by the business of the Company.

Appears in 8 contracts

Samples: Underwriting Agreement (Biolase, Inc), Underwriting Agreement (Biolase, Inc), Underwriting Agreement (Ambow Education Holding Ltd.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title to all of the properties real and personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n1(j) above (or elsewhere in the Disclosure Package and Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 6 contracts

Samples: Underwriting Agreement (La Jolla Pharmaceutical Co), Underwriting Agreement (La Jolla Pharmaceutical Co), Underwriting Agreement (La Jolla Pharmaceutical Co)

Title to Properties. Except as otherwise disclosed in the Registration Statement, Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 5 contracts

Samples: Underwriting Agreement (Wellchange Holdings Co LTD), Underwriting Agreement (Wellchange Holdings Co LTD), Underwriting Agreement (Skyline Builders Group Holding LTD)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title to all of the properties real and personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n1(j) above (or elsewhere in the Disclosure Package and Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not not, individually or in the aggregate, materially and adversely affect the value of such property and do not materially interfere with the use made or and proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 5 contracts

Samples: Underwriting Agreement (Immune Design Corp.), Underwriting Agreement (Five Prime Therapeutics Inc), Underwriting Agreement (Immune Design Corp.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 4 contracts

Samples: Underwriting Agreement (Spirit Finance Corp), Underwriting Agreement (Persistence Software Inc), Underwriting Agreement (United Panam Financial Corp)

Title to Properties. Except The Company has good and marketable title to all of the real and personal property and other assets reflected as otherwise owned in the Financial Statements, in each case, except as disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equity, equities and adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Companyclaims. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 4 contracts

Samples: Underwriting Agreement (Patriot Capital Funding, Inc.), Underwriting Agreement (Patriot Capital Funding, Inc.), Underwriting Agreement (Patriot Capital Funding, Inc.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(m) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment equipment, and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 3 contracts

Samples: Underwriting Agreement (Global Engine Group Holding LTD), Underwriting Agreement (Global Engine Group Holding LTD), Underwriting Agreement (Global Engine Group Holding LTD)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n2(m) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 3 contracts

Samples: Open Market Sale Agreement (BeyondSpring Inc.), Open Market Sale Agreement (Zynerba Pharmaceuticals, Inc.), Open Market Sale Agreement (Zynerba Pharmaceuticals, Inc.)

Title to Properties. Except as otherwise disclosed to the extent described in the Disclosure Package and the Prospectus, the Company has and its subsidiaries have good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(A)(i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 3 contracts

Samples: Underwriting Agreement (Keynote Systems Inc), Underwriting Agreement (Keynote Systems Inc), Underwriting Agreement (Keynote Systems Inc)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n1(k) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 2 contracts

Samples: Underwriting Agreement (BeyondSpring Inc.), Underwriting Agreement (BeyondSpring Inc.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has and its subsidiaries have good and marketable title to all of the properties real and personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n2(l) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do for those that are for the payment of taxes not materially yet due and adversely affect the value of such property and do not materially interfere with the use delinquent or for which appropriate reserves have been made or proposed to be made of such property by the Companytherefor. The real property, improvements, equipment and personal property held under lease by the Company or its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 2 contracts

Samples: Open Market Sale Agreement (Alvotech), Open Market Sale Agreement

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use use, made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (Vs MEDIA Holdings LTD), Underwriting Agreement (Vs MEDIA Holdings LTD)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as are disclosed in the Registration Statement and Prospectus or as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are disclosed in the Registration Statement and Prospectus or as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 2 contracts

Samples: Underwriting Agreement (Hybrid Networks Inc), Underwriting Agreement (Hybrid Networks Inc)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has and its subsidiaries have good and marketable title to all of the properties real and personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n2(m) above (or elsewhere in the Disclosure Package and Registration Statement or the Prospectus), and, except as otherwise disclosed in the Prospectus or permitted pursuant to the terms of the Company’s Credit Agreement, in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Companydefects. The real property, improvements, equipment and personal property held under lease by the Company or any of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 2 contracts

Samples: Open Market Sale Agreement (GameStop Corp.), Open Market Sale Agreement (GameStop Corp.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(q) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except as described in the Disclosure Package and the Prospectus and such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 2 contracts

Samples: Subscription Agreement (Akerna Corp.), Placement Agency Agreement (Akerna Corp.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the ProspectusOffering Memorandum, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere each of them in the Disclosure Package and the Prospectus)Offering Memorandum, in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are would not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Companyhave a Material Adverse Effect.

Appears in 1 contract

Samples: Purchase Agreement (Crum & Forster Holdings Corp)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company does not own any real property. The Company has good and marketable title to all the properties personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n1(l) above (or elsewhere in the Disclosure Package and Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not not, individually or in the aggregate, materially and adversely affect the value of such property and do not materially interfere with the use made or and proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (OncoMed Pharmaceuticals Inc)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company does not own any real property. The Company has good and marketable title to all the properties personal property and other assets reflected as owned by it in the financial statements referred to in Section 1(n1(l) above (or elsewhere in the Disclosure Package and Registration Statement, the Pricing Prospectus or the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not not, individually or in the aggregate, materially and adversely affect the value of such property and do not materially interfere with the use made or and proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (OncoMed Pharmaceuticals Inc)

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Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(p) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or as would not have a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Oceanfreight Inc.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(h) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 1 contract

Samples: Underwriting Agreement (Prologis)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(A)(i) above (above, or elsewhere in has the Disclosure Package and right to use such properties pursuant to the Prospectus)Space Sharing Agreement dated January 6, 1999 with PCR, in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Pomeroy Select Integration Solutions Inc)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 1 contract

Samples: Underwriting Agreement (Peco Ii Inc)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and its subsidiary has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(A)(i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 1 contract

Samples: Underwriting Agreement (Resourcephoenix Com)

Title to Properties. Except as otherwise disclosed described in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable valid title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(A)(i) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company, or such subsidiary.

Appears in 1 contract

Samples: Underwriting Agreement (Peritus Software Services Inc)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the ProspectusProspectus Supplement, the Company has and its subsidiaries have good and marketable title to all of the properties real and personal property and other assets reflected as owned by it in them which is material to the financial statements referred to in Section 1(n) above (or elsewhere in business of the Disclosure Package and the Prospectus)Company, in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defect, defects except such as do not materially and adversely affect the value of such property and do not materially interfere in any material respect with the use made or and currently proposed to be made of such property by the Company. The Except as otherwise disclosed in the Prospectus Supplement, the real property, improvements, equipment and personal property held under lease by the Company or any of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 1 contract

Samples: Subscription Agreement (Lexicon Pharmaceuticals, Inc.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title in fee simple to all the real property and good and marketable title to all other properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(m) above (or elsewhere in the Registration Statement, the General Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienpledges, encumbranceliens, equityencumbrances, adverse claim equities, claims, and other defects or other defectrestrictions of any kind, except such as do not materially described in the Registration Statement, the General Disclosure Package and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyProspectus. The real property, improvements, equipment buildings, equipment, and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment equipment, or personal property by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (MeetMe, Inc.)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(j) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 1 contract

Samples: Underwriting Agreement (Prologis Trust)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n1(p) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany or such subsidiary.

Appears in 1 contract

Samples: Underwriting Agreement (Prologis)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the The Company has good and marketable title to all the properties real and assets personal property reflected as owned by it in the financial statements referred to in Section 1(n1(k) above (or elsewhere in the Disclosure Package and the or Prospectus), in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as are otherwise disclosed in the Financial Statements, the Disclosure Package or the Prospectus or as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such the property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are disclosed in the Disclosure Package or the Prospectus as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Handheld Entertainment, Inc.)

Title to Properties. Except as otherwise disclosed in each Prospectus, each of the Disclosure Package Company and the Prospectus, the Company Subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the consolidated financial statements referred to in Section 1(n1(i) above (or elsewhere in the Disclosure Package and the Prospectus)above, in each case free and clear of any security interestinterests, mortgagemortgages, lienliens, encumbranceencumbrances, equityequities, adverse claim or claims and other defectdefects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the CompanyCompany and the Subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company and the Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the CompanyCompany and the Subsidiaries.

Appears in 1 contract

Samples: Underwriting Agreement (Delano Technology Corp)

Title to Properties. Except as otherwise disclosed in the Disclosure Package and the Prospectus, the Company has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(n) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interest, mortgage, lien, encumbrance, equity, adverse claim or other defect, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company. The real property, improvements, equipment and personal property held under lease by the Company are held under valid and enforceable leases, with such exceptions as are not material and and/or do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Lucas GC LTD)

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