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 properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 11 contracts

Samples: Note Purchase Agreement (Stericycle Inc), Note Purchase Agreement (Stericycle Inc), Note Purchase and Private Shelf Agreement (Schawk Inc)

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Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Restricted Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Restricted 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 8 contracts

Samples: Note Purchase Agreement (Intercontinentalexchange Inc), Note Purchase Agreement (Intercontinentalexchange Inc), Note Purchase Agreement (Sigma Aldrich Corp)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Restricted Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Restricted 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 6 contracts

Samples: Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that that, individually or in the aggregate aggregate, are Material, 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. All To the Company’s knowledge, all leases that that, individually or in the aggregate aggregate, are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 5 contracts

Samples: Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc), Note Purchase Agreement (South Jersey Industries Inc)

Title to Property; Leases. The Each of the Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 5.2(d) 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 5 contracts

Samples: 364 Day Credit Agreement (Family Dollar Stores Inc), Credit Agreement (Family Dollar Stores Inc), 364 Day Credit Agreement (Family Dollar Stores Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases to which the Company or any Subsidiary is party and that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 4 contracts

Samples: Note Purchase Agreement (Agnico Eagle Mines LTD), Note Purchase Agreement (Agnico Eagle Mines LTD), Note Purchase Agreement (Agnico Eagle Mines LTD)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Restricted 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 Agreementthat individually or in the aggregate would have a Material Adverse Effect. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 4 contracts

Samples: Note Purchase Agreement (Ferrellgas Partners Finance Corp), Note Purchase Agreement (Ferrellgas Partners Finance Corp), Note Purchase Agreement (Ferrellgas Partners Finance Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 businessbusiness and except as described in Section 10.5(b)), in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 4 contracts

Samples: Note Purchase Agreement (Uil Holdings Corp), Note Purchase Agreement (Uil Holdings Corp), Note Purchase Agreement (Uil Holdings Corp)

Title to Property; Leases. The Company and its Consolidated Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that that, individually or in the aggregate aggregate, are Material, 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 Consolidated 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. All leases that that, individually or in the aggregate aggregate, are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 4 contracts

Samples: Note Purchase Agreement (American Capital Strategies LTD), Note Purchase Agreement (American Capital Strategies LTD), Note Purchase Agreement (American Capital Strategies LTD)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases that the Company or any Subsidiary is party to as a lessee and that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 4 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement (Yamana Gold Inc), Note Purchase Agreement (Yamana Gold Inc.)

Title to Property; Leases. The Company Each Obligor and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 any Obligor or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of businessbusiness or as otherwise not prohibited hereby), in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 3 contracts

Samples: Letter of Credit Agreement, Letter of Credit Agreement (UTi WORLDWIDE INC), Letter of Credit and Cash Draw Agreement (UTi WORLDWIDE INC)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient indefeasible title to their respective real properties which the Company (other than leased properties) and its Subsidiaries own or purport good title to own all of their other properties and assets that individually or in the aggregate are Material, 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 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 3 contracts

Samples: Private Shelf Agreement (Graybar Electric Co Inc), Private Shelf Agreement (Graybar Electric Co Inc), Private Shelf Agreement (Graybar Electric Co Inc)

Title to Property; Leases. The Company and its the Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Restricted 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 or the Collateral Documents. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 3 contracts

Samples: Private Shelf Agreement (Nu Skin Enterprises Inc), Note Purchase Agreement (Nu Skin Enterprises Inc), Private Shelf Agreement (Nu Skin Enterprises Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient marketable title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 6.5 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), except for those defects in title that, individually or in the aggregate, would not have a Material Adverse Effect and, in each case case, free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 3 contracts

Samples: Note Purchase Agreement (Otter Tail Corp), Note Purchase Agreement (Otter Tail Corp), Note Purchase Agreement (Otter Tail Corp)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which that the Company and its the Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 5.05 or purported to have been acquired by the Company or any Restricted 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 3 contracts

Samples: Letter of Credit and Term Loan Agreement (Waste Management Inc), Letter of Credit and Term Loan Agreement (Waste Management Inc), Letter of Credit and Term Loan Agreement (Waste Management Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are MaterialMaterial 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 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 AgreementAgreement except for defects in title that could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Littelfuse Inc /De), Note Purchase Agreement (Littelfuse Inc /De)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. The Collateral Agent has a valid and enforceable first Lien on the Collateral. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Third Amended and Restated Note Purchase and Shelf Agreement (Nn Inc), Second Amended and Restated Note Purchase and Shelf Agreement (Nn Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and marketable title to their respective real properties and good and sufficient title to their respective other properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section listed on 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Spartech Corp), Note Purchase Agreement (Spartech Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases that the Company or any Subsidiary is party to as lessee and that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Bearingpoint Inc), Note Purchase Agreement (Tampa Electric Co)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Materialproperties, 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 such date (except as sold or otherwise disposed of in the ordinary course of business), except for those defects in title that could not, individually or in the aggregate, reasonably be expected have a Material Adverse Effect, in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Toro Co), Note Purchase Agreement (Toro Co)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases that to which the Company or any Subsidiary is a party and in which it is a lessee which, individually or in the aggregate aggregate, are Material are valid and subsisting leasehold interests of the Company and are in full force and effect its Subsidiaries, as the case may be, in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Patterson Uti Energy Inc), Note Purchase Agreement (Patterson Uti Energy Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet delivered pursuant to Section 7.1(b), or if no such balance sheet has been delivered, 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase and Private Shelf Agreement (McGrath Rentcorp), Note Purchase and Private Shelf Agreement (McGrath Rentcorp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title (including, where applicable, leasehold interests) to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Hunt Corp), Note Purchase Agreement (Hunt Manufacturing Co)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective owned properties which the Company and its Subsidiaries own or purport to own that that, individually or in the aggregate aggregate, are Material, 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 for such properties as have been sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens prohibited by this Agreement. All leases that that, individually or in the aggregate aggregate, are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (MCG Capital Corp), Note Purchase Agreement (MCG Capital Corp)

Title to Property; Leases. The Company and its the Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 9.4 or purported to have been acquired by the Company or any Restricted 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 or the Collateral Documents. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Credit Agreement (Nu Skin Enterprises Inc), Credit Agreement (Nu Skin Enterprises Inc)

Title to Property; Leases. The Company Company, the Tenant and its the Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Company, the Tenant 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 or the other Operative Agreements. All The Leases and all leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Hewitt Holdings LLC), Note Purchase Agreement (Hewitt Holdings LLC)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Restricted Subsidiaries own or purport to own and that individually or in the aggregate are Material, 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 Restricted 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Hecla Mining Co/De/), Note Purchase Agreement (Hecla Mining Co/De/)

Title to Property; Leases. The Company Company, the Tenant and its the Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Company, the Tenant 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 or the other Operative Agreements. All The Lease and all leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Hewitt Holdings LLC), Note Purchase Agreement (Hewitt Holdings LLC)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective the properties which the Company and its Subsidiaries that they own or purport to own and that individually or in the aggregate are Material, 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 Restricted 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 2 contracts

Samples: Note Purchase Agreement (Belden Inc), Note Purchase Agreement (Belden Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 such date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens Encumbrances prohibited by Section 10.5 of this Agreement. All leases under which the Company or any Subsidiary is lessee, that individually or in the aggregate are Material Material, are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Equity One, Inc.)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 businessbusiness or in accordance with this Agreement), in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Private Shelf Agreement (Oceaneering International Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to to, or valid leasehold interests in, their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Resmed Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 businessbusiness or in transactions contemplated by the Memorandum that would be permitted by Section 10 if such Section applied at the time of any such sale or other disposition), in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Elkcorp)

Title to Property; Leases. The Company and its Material Subsidiaries have good and sufficient marketable title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Material Subsidiary after said such date (except as sold or otherwise disposed of in the ordinary course of business), except for those defects in title that, individually or in the aggregate, would not have a Material Adverse Effect and, in each case case, free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Otter Tail Corp)

Title to Property; Leases. The Each Guarantor, the Company and its their Material Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 any Guarantor, the Company or any Material 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase and Guaranty Agreement (Whitestone REIT)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that that, individually or in the aggregate aggregate, are Material, 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 Restricted 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 or the Security Documents. All leases that that, individually or in the aggregate aggregate, are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Egl Inc)

Title to Property; Leases. The Trust, the Company and its their respective Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Trust, 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 Agreementwhich, individually or in the aggregate, are Material. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (First Potomac Realty Trust)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 such date (except as sold or otherwise disposed of in the ordinary course of business), in each case free and clear of Liens (other than Permitted Liens or Liens that are not prohibited by this Agreement). All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Silver Point Specialty Lending Fund)

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Title to Property; Leases. The Company Company, ICON and its each of their Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 8.5 or purported to have been acquired by the Company Company, ICON or any Subsidiary of their Subsidiaries 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Credit Suisse First Boston Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited audit­ed balance sheet referred to in Section 5.5 or purported pur­ported to have been acquired by the Company or any Subsidiary 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. All leases that the Company or any Subsidiary is party to as lessee and that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (First Albany Companies Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 businessbusiness or as otherwise permitted within the terms of this Agreement), in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Master Note Purchase Agreement (Davey Tree Expert Co)

Title to Property; Leases. The Company Parent and its Subsidiaries Subsidiaries, including the Company, have good and sufficient title to their respective the properties which the Company that they own and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Parent or any Subsidiary Subsidiary, including the Company, 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Big Lots Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 (other than the Lien created under the Mortgage) prohibited by this Agreement, the Indenture or the Mortgage. All To the Company’s knowledge, all Material leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (South Jersey Gas Co/New)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All The Company and its Subsidiaries enjoy peaceful and undisturbed possession under all leases that individually or in the aggregate are Material Material, and all of such leases are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Flow International Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title title, leasehold or other interest to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase and Master Note Agreement (Stepan Co)

Title to Property; Leases. The Company and its Consolidated Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 of the Company listed on Schedule 6.5 or purported to have been acquired by the Company or any Subsidiary of its Consolidated Subsidiaries after said date (except as sold or otherwise disposed of in the ordinary course of business), in each case case, to the Company’s Knowledge, free and clear of Liens prohibited by this Agreement. All To the Company’s Knowledge, all leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Agreement (Allied Capital Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred delivered pursuant to in Section 5.5 7.1(b) of the Existing Note Purchase Agreement 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 Agreementthe Financing Documents. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (C Quential Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 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. All leases in which the Company or its Subsidiary is a party as a lessee that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Kirby Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 8.5 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Amended and Restated Note Purchase Agreement (Precision Castparts Corp)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to they own that individually or in the aggregate are Material, 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 Restricted 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. All leases of the Company or its Restricted Subsidiaries that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material Material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Johns Manville Corp /New/)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that that, individually or in the aggregate aggregate, are Material, 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 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. All leases that that, individually or in the aggregate aggregate, are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (G&k Services Inc)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Restricted Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Restricted 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Marcus Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient indefeasible title to their respective real properties which the Company (other than leased properties) and good title to all of its Subsidiaries own or purport to own other properties and assets that individually or in the aggregate are Material, 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 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Private Shelf Agreement (Graybar Electric Co Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases to which the Company or any Subsidiary is a party, that individually or in the aggregate are Material Material, are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Healthcare Realty Trust Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient marketable title (or a valid leasehold interest) to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Plexus Corp)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Waters Corporation Note Purchase Agreement clear of Liens prohibited by Section 10.5 of this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respectsrespects except where the failure to be so valid and subsisting and in full force and effect could not reasonable be expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Note Purchase Agreement (Waters Corp /De/)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective the properties which the Company and its Subsidiaries that they own or purport to own and that individually or in the aggregate are Material, including all such properties suchproperties 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 Restricted 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Belden Inc)

Title to Property; Leases. The Company and its Restricted Subsidiaries have good and sufficient title to their respective properties which the Company and its Restricted Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 Restricted 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. All leases that individually or in the aggregate are ​ ​ ​ Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Marcus Corp)

Title to Property; Leases. The Company Each Obligor and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including all such properties reflected in the most recent audited balance sheet referred to in Section 5.5 5.05 or purported to have been acquired by the Company any Obligor or any Subsidiary after said date (except as sold or otherwise disposed of in the ordinary course of businessbusiness or as otherwise not prohibited hereby), in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Credit Agreement (UTi WORLDWIDE INC)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to, or leaseholds or other rights to use, their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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 businessa transaction not prohibited hereby), in each case free and clear of Liens prohibited by this Agreement. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Intrepid Potash, Inc.)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.. Stericycle, Inc. Note Purchase Agreement

Appears in 1 contract

Samples: Note Purchase Agreement (Stericycle Inc)

Title to Property; Leases. The Company and its Subsidiaries have good and sufficient title to their respective properties which the Company and its Subsidiaries own or purport to own that individually or in the aggregate are Material, including including, if material under GAAP, 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. All leases that individually or in the aggregate are Material are valid and subsisting and are in full force and effect in all material respects.

Appears in 1 contract

Samples: Note Purchase Agreement (Regal Beloit Corp)

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