Common use of Title to Property and Assets Clause in Contracts

Title to Property and Assets. Each of the Company and its Subsidiary owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its Subsidiary's ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiary, the Company or the Subsidiary, as the case may be, is in compliance with such leases and, to the Company's knowledge, holds a valid leasehold interest free of any material liens, claims or encumbrances.

Appears in 2 contracts

Samples: Merger Agreement (Matrix Pharmaceutical Inc/De), Merger Agreement (Matrix Pharmaceutical Inc/De)

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Title to Property and Assets. Each of the Company and its Subsidiary subsidiaries owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its Subsidiary's ’s ownership or use of such property or assetsassets and except for Permitted Liens. With respect to the property and assets leased by the Company or the Subsidiaryits subsidiaries, the Company or the Subsidiary, as the case may be, and each of its subsidiaries is in compliance with such leases and, to the Company's knowledge, and holds a valid leasehold interest free of any material liens, claims or encumbrances, except for Permitted Liens.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Metastorm Inc), Stock Purchase Agreement (Metastorm Inc)

Title to Property and Assets. Each of the Company and its the ---------------------------- Subsidiary owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its the Subsidiary's ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or and the Subsidiary, as the case may be, Subsidiary is in compliance with such leases and, to the Company's its knowledge, holds a valid leasehold interest free of any material liens, claims or encumbrances.

Appears in 1 contract

Samples: Series B Preferred Stock Purchase Agreement (Onvia Com Inc)

Title to Property and Assets. Each of the The Company and each of its Subsidiary Subsidiaries owns its respective property and assets free and clear of all mortgages, deeds of trust, liens, loans and encumbrances, except such for statutory liens for the payment of current taxes that are not yet delinquent and encumbrances and liens which that arise in the ordinary course of business and do not materially impair the Company's or its Subsidiary's ’s ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or the Subsidiary, as the case may be, and each of its Subsidiaries is in material compliance with such leases and, to the Company's its knowledge, holds a valid leasehold interest free of any material liens, claims or encumbrances.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Granto, Inc.)

Title to Property and Assets. Each of the Company and each of its Subsidiary ---------------------------- subsidiaries owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which that arise in the ordinary course of business and do not materially impair the Company's or its Subsidiary's ownership or use of such property or assets. With respect to the property and assets leased by it leases, each of the Company or the Subsidiary, the Company or the Subsidiary, as the case may be, and each of its subsidiaries is in compliance with such leases and, to the Company's knowledge, and holds a valid leasehold interest free of any material liens, claims or encumbrances.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (SCP Private Equity Partners Ii Lp)

Title to Property and Assets. Each of the Company and its Subsidiary subsidiaries owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its Subsidiarysuch subsidiary's ownership or use of such property or assets. With respect to the property and assets leased by it leases, each of the Company or the Subsidiary, the Company or the Subsidiary, as the case may be, and its subsidiaries is in compliance with such leases and, to it's the Company's knowledge, holds a valid leasehold interest free of any material liens, claims or encumbrances.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Netro Corp)

Title to Property and Assets. Each of the The Company and its each Subsidiary owns or legally leases its respective property and assets free and clear of all mortgages, liens, loans and encumbrancesEncumbrances, except such for floating liens to ensure credit line with the bank or statutory liens for the payment of current taxes that are not yet delinquent and encumbrances and liens which that arise in the ordinary course of business and do not materially impair the relevant Group Company's or its Subsidiary's ’s ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiarythey lease, the Company or the Subsidiary, as the case may be, is and its Subsidiaries are in compliance in all material respects with such leases and, to the Company's knowledgeknowledge of Company and Current Shareholders, holds hold a valid leasehold interest free of any material liens, claims Encumbrances other than to the lessors of such property or encumbrancesassets.

Appears in 1 contract

Samples: Share Purchase Agreement (XTL Biopharmaceuticals LTD)

Title to Property and Assets. Each of the Company and its Subsidiary owns its respective The property and assets the Company owns are owned by the Company free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise (a) as reflected in the ordinary course Financial Statements, (b) for statutory liens for the payment of business current taxes that are not yet delinquent, and do not (c) minor defects in title, none of which, individually or in the aggregate, materially impair the Company's or its Subsidiary's ’s ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or the Subsidiary, as the case may be, is in compliance with such leases in all material respects and, to the Company's ’s knowledge, holds a valid leasehold interest free of any material liens, claims or encumbrances, subject to clauses (a), (b) and (c) above.

Appears in 1 contract

Samples: Secured Loan Agreement (Safenet Inc)

Title to Property and Assets. Each of the Company and its Subsidiary Subsidiaries owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its Subsidiary's ’s ownership or use of such property or assetsassets and except for Permitted Liens. With respect to the property and assets leased by the Company or the Subsidiaryits Subsidiaries, the Company or the Subsidiary, as the case may be, and each of its Subsidiaries is in compliance with such leases and, to the Company's knowledge, and holds a valid leasehold interest free of any material liens, claims or encumbrances, except for Permitted Liens.

Appears in 1 contract

Samples: Stock Purchase Agreement (Metastorm Inc)

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Title to Property and Assets. Each of Except as set forth on Exhibit A hereto, the Company and its each Subsidiary owns its respective has good and marketable title to the property and assets it owns free and clear of all mortgages, liens, loans loans, and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its such Subsidiary's ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or the Subsidiary, as the case may be, and each Subsidiary is in material compliance with such leases and, to the Company's its knowledge, holds a valid leasehold interest free of any material liens, claims claims, or encumbrances. All of the Company's and each Subsidiary's properties and assets are, in all material respects, in good operating and usable condition, subject to normal wear and tear.

Appears in 1 contract

Samples: Stock Purchase Agreement (Interactive Magic Inc /Md/)

Title to Property and Assets. Each of the The Company (and its Subsidiary each Subsidiary) ----------------------------- owns its respective property and assets free and clear of all mortgages, liens, loans loans, pledges, security interests, claims, equitable interests, charges, and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its (and each Subsidiary's 's) ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or the (and each Subsidiary, as the case may be, ) is in compliance with such leases and, to the Company's its knowledge, holds a valid leasehold interest free of any material liens, claims claims, or encumbrances.

Appears in 1 contract

Samples: Securities Purchase Agreement (Xa, Inc.)

Title to Property and Assets. Each of the Company and its the Subsidiary ---------------------------- owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's or its the Subsidiary's ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or and the Subsidiary, as the case may be, Subsidiary is in compliance with such leases and, to the Company's its knowledge, holds a valid leasehold interest free of any material liens, claims or encumbrances.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (Onvia Com Inc)

Title to Property and Assets. Each of the The Company and its each Subsidiary owns its respective property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances mortgages, encumbrances, loans and liens which arise in the ordinary course of business and do not materially impair the Company's or its any such Subsidiary's ownership or use of such property or any assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or the Subsidiary, as the case may be, and each Subsidiary is in compliance in all material respects with such leases and, to the best of the Company's knowledge, holds a valid leasehold interest free of any material liens, claims claims, loans or encumbrances.

Appears in 1 contract

Samples: Series B and C Senior Preferred Stock Purchase Agreement (Arbinet Holdings Inc)

Title to Property and Assets. Each of The properties and assets the Company and its Subsidiary owns its respective property and assets are owned by the Company free and clear of all mortgages, deeds of trust, liens, loans and encumbrances, except such encumbrances and security interests except for statutory liens for the payment of current taxes that are not yet delinquent and liens, encumbrances and security interests which arise in the ordinary course of business and which do not materially impair affect material properties and assets of the Company's or its Subsidiary's ownership or use of such property or assets. With respect to the property and assets leased by the Company or the Subsidiaryit leases, the Company or the Subsidiary, as the case may be, is in compliance with such leases and, to the Company's its knowledge, holds a valid leasehold interest free of any material liens, claims or encumbrances.

Appears in 1 contract

Samples: Series D Preferred Stock Purchase Agreement (Glu Mobile Inc)

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