Common use of Title to Property; Leases Clause in Contracts

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Woodward Governor Co)

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Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects. 5.

Appears in 1 contract

Samples: Note Purchase Agreement (Ace Hardware Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 5.3 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Master Shelf and Note Purchase Agreement (Brown & Brown Inc)

Title to Property; Leases. The Company and each of its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Luxottica Group Spa)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such Material properties reflected in the most recent audited balance sheet referred to in Section 5.5 4.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Securities Purchase Agreement (Westwood One Inc /De/)

Title to Property; Leases. The Company and its Covered Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 or purported to have been acquired by the Company or any Covered Subsidiary after said such date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material Material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Hamilton Lane INC)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties Properties, including all such properties Properties reflected in the most recent audited balance sheet referred to in Section 5.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Lee Enterprises Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this AgreementAgreement and the Other Agreements, except for those defects in title and Liens that, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Board of Trade of the City of Chicago Inc)

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Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 3.2 and Section 5.1 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Credit Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Credit Agreement (Checkpoint Systems Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to included in Section 5.5 the 2018 Financial Statements or purported to have been acquired by the Company or any Subsidiary after said such date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Medallion Financial Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient marketable title to their respective Material properties properties, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 3.2 and Section 5.1 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Credit Agreement (Checkpoint Systems Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties properties, including all such properties reflected in the most recent audited consolidated balance sheet referred to in Section Schedule 5.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material Material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Park National Corp /Oh/)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective Material properties described in the Memorandum, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 or purported to have been acquired by the Company or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement, except for those defects in title and Liens that, individually or in the aggregate, would not have a Material Adverse Effect. All Material leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Nasdaq Stock Market Inc)

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