Common use of Title to Property; Encumbrances Clause in Contracts

Title to Property; Encumbrances. (a) The Company has, and immediately prior to the Closing will have, good, and marketable title in all personal property reflected on the Balance Sheets as owned by the Company and personal property acquired by the Company since the Balance Sheet Date (except properties, interests in properties and assets sold or otherwise disposed of since the Balance Sheet Date in the Ordinary Course), in each case free and clear of all Liens except (i) Liens disclosed in the Notes to such financial statements, (ii) as set forth on Schedule 3.05(a) and (iii) Permitted Liens.

Title to Property; Encumbrances. (a) The Company has, and immediately prior to the Closing will have, good, valid and marketable title in to all personal property reflected on the Balance Sheets Sheet as owned by the Company and personal property acquired by the Company since the Balance Sheet Date (except properties, interests in properties and assets sold or otherwise disposed of since the Balance Sheet Date in the Ordinary Course)Date, in each case free and clear of all Liens except (i) Liens disclosed in the Notes to such financial statements, (ii) as set forth on Schedule 3.05(a4.5(a), (ii) for sales and other dispositions of inventory in the Ordinary Course since the Balance Sheet Date which, in the aggregate, have not been materially different from prior periods, and (iii) Permitted Liens.

Title to Property; Encumbrances. (a) The Company has, and immediately prior to the Closing will have, good, valid and marketable title in fee simple to all personal property reflected on the Balance Sheets Sheet as owned by the Company and all personal property acquired by the Company since the Balance Sheet Date (except properties, interests in properties and assets sold or otherwise disposed of since the Balance Sheet Date in the Ordinary Course)Date, in each case free and clear of all Liens except (i) Liens disclosed in the Notes to such financial statements, (ii) as set forth on Schedule 3.05(a4.5(a), (ii) for sales and other dispositions of inventory in the Ordinary Course since the Balance Sheet Date which, in the aggregate, have not been materially different from prior periods, and (iii) Permitted Liens.

Title to Property; Encumbrances. (a) The Company hasowns no Real Property, and immediately prior to the Closing will have, good, good and marketable valid title in to all personal property reflected on the Balance Sheets Sheet as owned by the Company and all Real Property and personal property acquired by the Company since the Balance Sheet Date (except properties, interests in properties and assets sold or otherwise disposed of since the Balance Sheet Date in the Ordinary Course)Date, in each case free and clear of all Liens except (i) Liens disclosed in the Notes to such financial statements, (ii) as set forth on Schedule 3.05(a4.5, (ii) for sales and other dispositions of inventory in the Ordinary Course since the Balance Sheet Date which, in the aggregate, have not been materially different from prior periods, and (iii) Permitted Liens.