Common use of Title to Property and Encumbrances Clause in Contracts

Title to Property and Encumbrances. The Company has good and valid title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not in the aggregate constitute a Company Material Adverse Effect.

Appears in 31 contracts

Samples: Merger Agreement (China Grand Resorts, Inc.), Merger Agreement (Precious Investments, Inc.), Merger Agreement (New York Global Innovations Inc.)

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Title to Property and Encumbrances. The Company has good and valid title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens (except as set forth in Schedule 2.16) and other encumbrances, except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do could not in the aggregate constitute reasonably be expected to have a Company Material Adverse Effect.

Appears in 4 contracts

Samples: Merger Agreement (Lions Gate Investment LTD), Merger Agreement (Lions Gate Investment LTD), Merger Agreement (Lions Gate Investment LTD)

Title to Property and Encumbrances. The Company has good and valid title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not not, individually or in the aggregate constitute a Company Material Adverse Effect.

Appears in 3 contracts

Samples: Subscription and Securities Purchase Agreement (New You, Inc.), Merger Agreement (Common Horizons Inc), Merger Agreement (Becoming Art Inc)

Title to Property and Encumbrances. The Company has good and valid title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not not, individually or in the aggregate aggregate, constitute a Company Material Adverse Effect.

Appears in 2 contracts

Samples: Merger Agreement (MedaSorb Technologies CORP), Merger Agreement (Gilder Enterprises Inc)

Title to Property and Encumbrances. The Company has good and valid marketable title to all properties and assets used in the conduct of its business the Business (except for property held under valid and subsisting leases or licenses which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do that would not reasonably be expected to result in the aggregate constitute a Company Material Adverse Effect.

Appears in 2 contracts

Samples: Merger Agreement (Cody Resources, Inc.), Merger Agreement (Cody Resources, Inc.)

Title to Property and Encumbrances. The Company has good good, valid and valid indefeasible marketable title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which that are in full force and effect and which are not in default) free of all Liens and other encumbrances, except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not in the aggregate constitute a Company Material Adverse Effect.(as

Appears in 1 contract

Samples: Merger Agreement (Cherry Tankers Inc.)

Title to Property and Encumbrances. The Company has good good, valid and valid marketable title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens (except as set forth in Schedule 2.16) and other encumbrances, except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do could not in the aggregate constitute reasonably be expected to have a Company Material Adverse Effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (VirtualScopics, Inc.)

Title to Property and Encumbrances. The Company has good Companies have good, valid and valid marketable title to all properties and assets used in the conduct of its their business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens and other encumbrances, except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do could not in the aggregate constitute reasonably be expected to have a Company Material Adverse Effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (Juhl Wind, Inc)

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Title to Property and Encumbrances. The Company has good and valid title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not in the aggregate constitute a Company Material Adverse Effect.Effect.β€Œ

Appears in 1 contract

Samples: Merger Agreement

Title to Property and Encumbrances. The Company has good good, valid and valid marketable title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens and other encumbrances, except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do could not in the aggregate constitute reasonably be expected to have a Company Material Adverse Effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (Clacendix, Inc.)

Title to Property and Encumbrances. The Company has and its subsidiaries have good and valid title to all properties and assets used in the conduct of its their business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not not, individually or in the aggregate constitute a Company Material Adverse Effect.

Appears in 1 contract

Samples: Merger Agreement (Technology Holdings, Inc.)

Title to Property and Encumbrances. The Company has good and valid title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not in the aggregate constitute a Company Material Adverse EffectLiens.

Appears in 1 contract

Samples: Stock Purchase Agreement (Znomics, Inc.)

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