Common use of Title to Real and Personal Property Clause in Contracts

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 44 contracts

Samples: Sales Agreement (Alterity Therapeutics LTD), At Market Issuance Sales Agreement (Prana Biotechnology LTD), At Market Issuance Sales Agreement (GreenHunter Resources, Inc.)

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Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have has good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them it that are material to the businesses business of the Company or such SubsidiaryCompany, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them it under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 13 contracts

Samples: At Market Issuance Sales Agreement (Peregrine Pharmaceuticals Inc), At Market Issuance Sales Agreement (Peregrine Pharmaceuticals Inc), Sales Agreement (Ventrus Biosciences Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid marketable title in fee simple to all items of real property and owned by them, good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiaryand its Subsidiaries, in each case free and clear of all liens, encumbrances and claims, except those matters that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real or personal property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 7 contracts

Samples: At Market Issuance Sales Agreement (SEACOR Marine Holdings Inc.), At Market Issuance Sales Agreement (Jakks Pacific Inc), At Market Issuance Sales Agreement (Jakks Pacific Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its Subsidiaries have good and valid marketable title in fee simple to all items of real property owned by any of them and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property, equipment or other property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 7 contracts

Samples: At the Market Issuance Sales Agreement (Houston American Energy Corp), At the Market Issuance Sales Agreement (Soluna Holdings, Inc), At the Market Issuance Sales Agreement (Houston American Energy Corp)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 6 contracts

Samples: At Market Issuance Sales Agreement (Actinium Pharmaceuticals, Inc.), At the Market Issuance Sales Agreement (Actinium Pharmaceuticals, Inc.), At Market Issuance Sales Agreement (Actinium Pharmaceuticals, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property, which is discussed in Section 6(z) below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 6 contracts

Samples: At the Market Equity Offering Sales Agreement (LIGHTBRIDGE Corp), At the Market Issuance Sales Agreement (LIGHTBRIDGE Corp), At the Market Issuance Sales Agreement (LIGHTBRIDGE Corp)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property, which is discussed in Section 6(z) below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those for any failure to have good and marketable title for any liens, encumbrances and claims that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 5 contracts

Samples: At Market Issuance Sales Agreement (Evoke Pharma Inc), At Market Issuance Sales Agreement (Conatus Pharmaceuticals Inc.), At Market Issuance Sales Agreement (Evoke Pharma Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property (as defined below, which is addressed in Section 6(z)) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or the Subsidiaries, (ii) would not reasonably be expectednot, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect, or (iii) are described in the Registration Statement or Prospectus. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Sales Agreement (Sunworks, Inc.), At Market Issuance Sales Agreement (Sunworks, Inc.), Sales Agreement (Sunworks, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all tangible personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 4 contracts

Samples: At Market Issuance Sales Agreement (Protagenic Therapeutics, Inc.\new), At Market Issuance Sales Agreement (Agenus Inc), At Market Issuance Sales Agreement (Audioeye Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 4 contracts

Samples: At Market Issuance Sales Agreement (Aeterna Zentaris Inc.), At Market Issuance Sales Agreement (Aeterna Zentaris Inc.), At Market Issuance Sales Agreement (Aeterna Zentaris Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the ProspectusThe Company, the Company Operating Partnership, and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company Company, the Operating Partnership, or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company Company, the Operating Partnership, and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any To the Company’s knowledge, any real property described in the Registration Statement or Prospectus as being leased by the Company Company, the Operating Partnership, and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company Company, the Operating Partnership, or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 4 contracts

Samples: At Market Issuance Sales Agreement (Physicians Realty Trust), At Market Issuance Sales Agreement (Physicians Realty Trust), At Market Issuance Sales Agreement (Physicians Realty Trust)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding intellectual property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 4 contracts

Samples: At Market Issuance Sales Agreement (S&W Seed Co), At Market Issuance Sales Agreement (LifeMD, Inc.), At Market Issuance Sales Agreement (Neonode Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding intellectual property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 3 contracts

Samples: At the Market Issuance Sales Agreement (Synta Pharmaceuticals Corp), At the Market Issuance Sales Agreement (Synta Pharmaceuticals Corp), At the Market Issuance Sales Agreement (Synta Pharmaceuticals Corp)

Title to Real and Personal Property. Except as set forth disclosed in the Registration Statement or and the Prospectus, the Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Sales Agreement (Aspen Aerogels Inc), Sales Agreement (Aspen Aerogels Inc), At Market Issuance Sales Agreement (Aspen Aerogels Inc)

Title to Real and Personal Property. Neither the Company nor any of its Subsidiaries own any real property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those matters that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real or personal property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Sales Agreement (IZEA Worldwide, Inc.), Sales Agreement (IZEA Worldwide, Inc.), Sales Agreement (IZEA Worldwide, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement Statement, the General Disclosure Package or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement Statement, General Disclosure Package or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Underwriting Agreement (American Superconductor Corp /De/), Underwriting Agreement (American Superconductor Corp /De/), Underwriting Agreement (American Superconductor Corp /De/)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries the Subsidiary have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries the Subsidiary or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries the Subsidiary is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries the Subsidiary or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: At Market Issuance Sales Agreement (Pluristem Therapeutics Inc), At Market Issuance Sales Agreement (Pluristem Therapeutics Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding intellectual property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not reasonably be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: At Market Issuance Sales Agreement (Fuelcell Energy Inc), At Market Issuance Sales Agreement (Fuelcell Energy Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid marketable title in fee simple to all items of real property and owned by them, good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiarythem, in each case free and clear of all liens, encumbrances and claims, except those matters that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Any real or personal property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Sales Agreement (Lineage Cell Therapeutics, Inc.), Sales Agreement (Lineage Cell Therapeutics, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: At Market Issuance Sales Agreement (Acasti Pharma Inc.), At Market Issuance Sales Agreement (Acasti Pharma Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its the Subsidiaries have good and valid marketable title in fee simple to all items of real property owned by them (except Intellectual Property) and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Capital on Demand Sales Agreement (Aileron Therapeutics Inc), Capital on Demand Sales Agreement (Aileron Therapeutics Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement Statement, Disclosure Package or Prospectus as being owned by them that are material to the businesses business of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement Statement, Disclosure Package or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (Biotime Inc), Underwriting Agreement (Asterias Biotherapeutics, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property, which is discussed in Section 6(z) below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those for any failure to have good and marketable title for any liens, encumbrances and claims that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: At the Market Issuance Sales Agreement (Ligand Pharmaceuticals Inc), Sales Agreement (Ligand Pharmaceuticals Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property (as defined below, which is addressed in Section 6(y)) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or the Subsidiaries, (ii) would not reasonably be expectednot, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect, or (iii) are described in the Registration Statement or Prospectus. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: At Market Issuance Sales Agreement (Spectrum Pharmaceuticals Inc), At Market Issuance Sales Agreement (Spectrum Pharmaceuticals Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement Statement, the General Disclosure Package or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement Statement, the General Disclosure Package or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Underwriting Agreement (American Superconductor Corp /De/), Underwriting Agreement (American Superconductor Corp /De/)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid marketable title to all personal property (excluding Intellectual Property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: At Market Issuance Sales Agreement (Inhibitex, Inc.), At Market Issuance Sales Agreement (Fieldpoint Petroleum Corp)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid marketable title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property, which is discussed in Section 6(z) below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: At Market Issuance Sales Agreement (NephroGenex, Inc.), At Market Issuance Sales Agreement (NephroGenex, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or the Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiaryand its Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances and claims, claims except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or the Prospectus as being leased by the Company and any of its Subsidiaries that is material to the business of the Company and its Subsidiaries taken as a whole is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Placement Agency Agreement (Kadant Inc), Placement Agency Agreement (Ariad Pharmaceuticals Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property (as defined below, which is addressed in Section 6(z)) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not reasonably be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Rekor Systems, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding intellectual property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claimsLiens, except those such Liens that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that where the lack of a valid, existing and enforceable lease (A) do does not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Orion Energy Systems, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement Statement, Disclosure Package or the Prospectus, the Company and its Subsidiaries have has good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement Statement, Disclosure Package or Prospectus as being owned by them it that are material to the businesses business of the Company or such SubsidiaryCompany, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement Statement, Disclosure Package or Prospectus as being leased by the Company and any of its Subsidiaries is held by them it under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (Peregrine Pharmaceuticals Inc)

Title to Real and Personal Property. Neither the Company nor any of its Subsidiaries own any real property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those matters that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real or personal property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Sales Agreement (Imprimis Pharmaceuticals, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Capital on Demand Sales Agreement (Cassava Sciences Inc)

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Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid marketable title in fee simple to all items of real property and owned by them, (excluding intellectual property, which is covered by 6(z)) good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (ASTROTECH Corp)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them (excluding Intellectual Property, which is discussed in Section 6(ii) below) that are material to the businesses business of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Asterias Biotherapeutics, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Capital on Demand Sales Agreement (IDI, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claimsclaims other than as disclosed in the Registration Statement or the Prospectus, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Applied Digital Corp.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectedexpected to, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Enzo Biochem Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) were granted in connection with the Company’s senior secured term loan with SWK Funding LLC, (ii) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (iiiii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any To the knowledge of the Company, any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (EyePoint Pharmaceuticals, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid marketable title in fee simple to all items of real property and owned by them, good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiarythem, in each case free and clear of all liens, encumbrances and claims, except those matters that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real or personal property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Sales Agreement (Biotime Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have has good and valid marketable title in fee simple to all items of real property and good and valid title to all personal property (exclusive of intellectual property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Oxigene Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property (as defined below, which is addressed in Section 6(z)) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect, or (iii) are described in the Registration Statement or Prospectus. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, be reasonably expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Biomerica Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid marketable title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At the Market Issuance Sales Agreement (Acadia Pharmaceuticals Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its the Subsidiaries have good and valid marketable title in fee simple to all items of real property owned by them and good and valid title to all tangible personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Wireless Telecom Group Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or the Subsidiaries, (ii) are subject to a security interest as disclosed in the Registration Statement or the Prospectus or (iii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (SRAX, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid marketable title to all personal property (excluding intellectual property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, taken as a whole, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Amprius Technologies, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its Subsidiaries have good and valid marketable title in fee simple to all items of real property and good and valid title to all personal property (except Intellectual Property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except for those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and leases enforceable leasesagainst the Company or its Subsidiaries, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (Echo Therapeutics, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement Statement, the Disclosure Package or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement Statement, Disclosure Package or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (CorMedix Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid marketable title in fee simple to all items of real property and owned by them, good and valid title to all personal property (excluding intellectual property, which is the subject of subsection (cc) below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those matters that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real or personal property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expectednot, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Sales Agreement (Egalet Corp)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expectednot, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.. 

Appears in 1 contract

Samples: Sales Agreement (Cassava Sciences Inc)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At the Market Issuance Sales Agreement (Independence Realty Trust, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the Company and its Subsidiaries Subsidiary have good and valid title in fee simple to all items of real property and good and valid title to all personal property described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries Subsidiary or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries Subsidiary is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries Subsidiary or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At Market Issuance Sales Agreement (ARYx Therapeutics, Inc.)

Title to Real and Personal Property. Except as set forth in the Registration Statement or the Prospectus, the The Company and its the Subsidiaries have good and valid title in fee simple to all items of real property and good and valid marketable title to all personal property (excluding Intellectual Property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its the Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its the Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its the Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: At the Market Issuance Sales Agreement (Kalobios Pharmaceuticals Inc)

Title to Real and Personal Property. Except as set forth in Neither the Registration Statement or the Prospectus, the Company nor its Subsidiaries own real property. The Company and its Subsidiaries have good and valid title in fee simple to all items of real property and good and valid title to all personal property (excluding Intellectual Property, which is addressed below) described in the Registration Statement or Prospectus as being owned by them that are material to the businesses of the Company or such Subsidiary, in each case free and clear of all liens, encumbrances and claims, except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or (ii) would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. Any real property described in the Registration Statement or Prospectus as being leased by the Company and any of its Subsidiaries is held by them under valid, existing and enforceable leases, except those that (A) do not materially interfere with the use made or proposed to be made of such property by the Company or any of its Subsidiaries or (B) would not be reasonably expected, individually or in the aggregate, to have a Material Adverse Effect.

Appears in 1 contract

Samples: Sales Agreement (Liquid Media Group Ltd.)

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