Common use of Title to Property and Assets Clause in Contracts

Title to Property and Assets. (a) Each of the Company and its Subsidiaries has good and marketable title to, or a legal and valid right to use, all properties and assets (whether tangible or intangible) that it purports to own (including as reflected in its balance sheet) or that it uses, free and clear of any and all Encumbrances, except for any defects in title or right or any Encumbrances that would not, individually or in the aggregate, have, or reasonably be expected to have, a Material Adverse Effect. Such properties and assets collectively represent in all material respects all properties and assets necessary for the conduct of the business of the Company and its Subsidiaries as presently conducted.

Appears in 14 contracts

Samples: Subscription Agreement (Kona Grill Inc), Subscription Agreement (SouFun Holdings LTD), Subscription Agreement (SouFun Holdings LTD)

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Title to Property and Assets. (a) Each of the Company and its Subsidiaries has good and marketable title to, or a legal and valid right to use, all properties and assets (whether tangible or intangible) that it purports to own (including as reflected in its balance sheetthe Balance Sheet) or that it leases or otherwise uses, free and clear of any and all Encumbrances, except for any defects in title or right or any Encumbrances that would not, individually or in the aggregate, have, be or reasonably be expected to havebe material to the Company and its Subsidiaries, taken as a Material Adverse Effectwhole. Such properties and assets collectively represent in all material respects all properties and assets necessary for the conduct of the business of the Company and its Subsidiaries as presently conducted and as presently contemplated to be conducted.

Appears in 4 contracts

Samples: Subscription Agreement (Legend Biotech Corp), Subscription Agreement (Legend Biotech Corp), Subscription Agreement (Legend Biotech Corp)

Title to Property and Assets. (a) Each of the Company and its Subsidiaries has good and marketable title to, or a legal and valid right to use, all properties and assets (whether tangible or intangible) that it purports to own (including as reflected in its balance sheetthe Balance Sheet) or that it uses, free and clear of any and all Encumbrances, except for any defects in title or right or any Encumbrances that would not, individually or in the aggregate, have, be or reasonably be expected to havebe material to the Company and its Subsidiaries, taken as a Material Adverse Effectwhole. Such properties and assets collectively represent in all material respects all properties and assets necessary for the conduct of the business of the Company and its Subsidiaries as presently conducted.

Appears in 2 contracts

Samples: Subscription Agreement (I-Mab), Subscription Agreement (Hillhouse Capital Advisors, Ltd.)

Title to Property and Assets. (a) Each of the Company and its Subsidiaries has good and marketable title to, or a legal and valid right to use, all properties and assets (whether tangible or intangible) that it purports to own (including as reflected in its balance sheet) or that it uses, free and clear of any and all Encumbrances, except for any defects in title or right or any Encumbrances that would not, individually or in the aggregate, have, or reasonably be expected to have, a Material Adverse Effect. Such properties and assets collectively represent in all material respects all properties and assets necessary for the conduct of the business of the Company and its Subsidiaries as presently conducted.

Appears in 1 contract

Samples: Subscription Agreement (Kona Grill Inc)

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Title to Property and Assets. (a) Each of the Company and its Subsidiaries has good and marketable title to, or a legal and valid right to use, all properties and assets (whether tangible or intangible) that it purports to own (including as reflected in its balance sheet) or that it leases or otherwise uses, free and clear of any and all Encumbrances, except for any defects in title or right or any Encumbrances that would not, individually or in the aggregate, have, be or reasonably be expected to havebe material to the Company and its Subsidiaries, taken as a Material Adverse Effectwhole. Such properties and assets collectively represent in all material respects all properties and assets necessary for the conduct of the business of the Company and its Subsidiaries as presently conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Macrogenics Inc)

Title to Property and Assets. (a) Each of the Company and its Subsidiaries has good and marketable title to, or a legal and valid right to use, all properties and assets (whether tangible or intangible) that it purports to own (including as reflected in its balance sheet) or that it uses, free and clear of any and all Encumbrances, except for any defects in title or right or any Encumbrances that would not, individually or in the aggregate, have, or reasonably be expected to have, a Material Adverse Effect. Such properties and assets collectively represent in all material respects all properties and assets necessary for the conduct of the business of the Company and its Subsidiaries as presently currently conducted.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cowen Group, Inc.)

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