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

Title to Real Property and Encumbrances. The Target possesses, and has good and marketable title to all real property, leaseholds or other interests necessary for the continued operation of the Business as presently conducted and as represented to the Purchaser, including all Target Assets reflected in the Target Financial Statements or acquired since the Target Accounting Date. All such property is in reasonably good operating condition (normal wear and tear excepted), and is reasonably fit for the purposes for which such property is presently used. All such real property, leaseholds and interests are owned, leased or acquired by the Target free and clear of all Encumbrances, except as disclosed in the Target Disclosure Statement. The Target has delivered or made available, or will make available on request, to the Purchaser copies of the deeds and other instruments (as recorded) by which the Target acquired such real property, leaseholds and interests, and copies of all title insurance policies, opinions, abstracts and surveys in the possession of the Target and relating to such real property, leaseholds or interests. The Target has not received any notice or letter regarding the cancellation of the interests and rights granted to the Target in the Property.

Appears in 5 contracts

Samples: Share Exchange Agreement (Swingplane Ventures, Inc.), Share Exchange Agreement (Swingplane Ventures, Inc.), Share Exchange Agreement (Swingplane Ventures, Inc.)

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Title to Real Property and Encumbrances. The Each of the Target and 1Crosstech possesses, and has good and marketable title to all real property, property and leaseholds or other such interests necessary for the continued operation of the Business as presently conducted and as represented to the Purchaser, including all Target Assets assets reflected in the Target Financial Statements or acquired since the Target Accounting Date. All such property is in reasonably good operating condition (normal wear and tear excepted), and is reasonably fit for the purposes for which such property is presently used. All such material real property, property and leaseholds and interests are owned, owned or leased or acquired by the Target or 1Crosstech, as applicable, free and clear of all Encumbrances, except as disclosed in the Target Disclosure Statement. The Each of the Target and 1Crosstech has delivered or made available, or will make available on request, to the Purchaser copies of the deeds and other instruments (as recorded) by which the Target or 1Crosstech acquired such real property, leaseholds property and interests, and copies of all title insurance policies, opinions, abstracts and surveys in the possession of the Target and 1Crosstech and relating to such real property, leaseholds property or interests. The Target has not received any notice or letter regarding the cancellation of the interests and rights granted to the Target in the Property.

Appears in 1 contract

Samples: Share Exchange Agreement (Kunekt Corp)

Title to Real Property and Encumbrances. The Each of the Target and Thinkwill possesses, and has good and marketable title to all real property, property and leaseholds or other such interests necessary for the continued operation of the Business as presently conducted and as represented to the Purchaser, including all Target Assets assets reflected in the Target Financial Statements or acquired since the Target Accounting Date. All such property is in reasonably good operating condition (normal wear and tear excepted), and is reasonably fit for the purposes for which such property is presently used. All such material real property, property and leaseholds and interests are owned, owned or leased or acquired by the Target or Thinkwill, as applicable, free and clear of all Encumbrances, except as disclosed in the Target Disclosure Statement. The Each of the Target and Thinkwill has delivered or made available, or will make available on request, to the Purchaser copies of the deeds and other instruments (as recorded) by which the Target or Thinkwill acquired such real property, leaseholds property and interests, and copies of all title insurance policies, opinions, abstracts and surveys in the possession of the Target and Thinkwill and relating to such real property, leaseholds property or interests. The Target has not received any notice or letter regarding the cancellation of the interests and rights granted to the Target in the Property.

Appears in 1 contract

Samples: Share Exchange Agreement (Kunekt Corp)

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Title to Real Property and Encumbrances. The To the best knowledge of the Target, the Target possesses, and has good and marketable title to to, all real property, property and leaseholds or other such interests necessary for the continued operation of the Business as presently conducted and as represented to the Purchaser, including all Target Assets reflected in the Target Financial Statements or acquired since the Target Accounting Date. All such property is in reasonably good operating condition (normal wear and tear excepted), and is reasonably fit for the purposes for which such property is presently used. All such material real property, property and leaseholds and interests are owned, owned or leased or acquired by the Target free and clear of all Encumbrances, except as disclosed in the Target Disclosure StatementTarget’s due diligence response materials. The Target has delivered or made available, or will make available on request, to the Purchaser copies of the deeds and other instruments (as recorded) by which the Target acquired such real property, leaseholds property and interests, and copies of all title insurance policies, opinions, abstracts and surveys in the possession of the Target and relating to such real property, leaseholds property or interests. The Target has not received any notice or letter regarding the cancellation of the interests and rights granted to the Target in the Property.

Appears in 1 contract

Samples: Exchange Agreement (Pivot Pharmaceuticals Inc.)

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