Title to Real Property and Other Assets Sample Clauses

Title to Real Property and Other Assets. As to the Real Property, Seller is the owner of fee simple interests in the Real Property, free and clear of any liens, mortgages, pledges or other security interests and subject only to Permitted Exceptions and those exceptions accepted or waived by Buyer. In addition to the Real Property, Seller has good and marketable title to all other assets comprising the Assets. The Assets to be transferred pursuant to this Agreement are sold "AS IS," without any warranty, express or implied, whether of merchantability, fitness for a particular use or purpose, or otherwise (except as to title), all of which warranties are hereby disclaimed.
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Title to Real Property and Other Assets. (a) Section 4.11(a) of the Disclosure Schedules sets forth a true and complete list of all of the Contracts under which the Company leases or subleases any Real Property (the “Real Property Leases”). With respect to Real Property Lease:
Sample 1
Title to Real Property and Other Assets. (a) Section 4.11(a) of the Disclosure Schedules sets forth a true and complete list of all of the Contracts under which Hyla leases or subleases any Real Property (the “Real Property Leases”). With respect to each Real Property Lease:
Sample 1
Title to Real Property and Other Assets. The Company has good and marketable title (or good and marketable leasehold interest with respect to leased property) to all its real property and other assets and all personal property assets and fixtures used in connection therewith subject to no liens other than permitted liens noted on Annex V attached hereto. The Company does, however, have assets which it holds in trust, the use or application of which may be restricted by the trust instrument.
Sample 1
Title to Real Property and Other Assets. (a) The Company has good and valid title to, or a valid leasehold interest in, all Real Property and personal property and other assets reflected in its financial statements or acquired after the Balance Sheet Date. All such properties and assets (including leasehold interests) are free and clear of Encumbrances except for those items set forth in Section 3.7(a) of the Disclosure Schedules (collectively referred to as “Permitted Encumbrances”).
Sample 1
Title to Real Property and Other Assets. As to the Real Property, Seller has good marketable and indefeasible fee simple title to the Real Property, all free and clear of any liens, mortgages, pledges or other security interests and subject only to Permitted Exceptions and those exceptions accepted or waived by Buyer. The mechanical equipment located in any improvements located on any of the Real Property, including but not limited to air conditioning and heating systems and the electrical and plumbing systems, are, and on the Closing Date will be, in good, tenantable and serviceable operating condition, requiring only normal maintenance and repair. In addition to the Real Property, Seller has good and marketable title to all other assets comprising the Assets.
Sample 1
Title to Real Property and Other Assets. (a) Except as otherwise disclosed on the Company Disclosure Schedule, the Company has:
Sample 1
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Title to Real Property and Other Assets. The Borrowers and the Guarantors have good and marketable title (or good and marketable leasehold interests with respect to leased property) to all their Real Property and all personal property assets and fixtures subject to no Liens other than Permitted Liens. The Borrowers and the Guarantors hold directly the fee and leasehold interest in all facilities constituting the Real Property Collateral. As of the Original Closing Date, there are no contracts or options by either Borrower, any Guarantor or any of their Subsidiaries for the sale or lease of any of the Real Property Collateral, except as set forth on SCHEDULE 6.24. All easements, servitudes and rights of way necessary to the operations presently conducted or proposed to be conducted at the facilities constituting the Real Property Collateral have been obtained.
Sample 1

Related to Title to Real Property and Other Assets

  • Equipment and Other Tangible Property The Company or one of its Subsidiaries owns and has good title to, and has the legal and beneficial ownership of or a valid leasehold interest in or right to use by license or otherwise, all material machinery, equipment and other tangible property reflected on the books of the Company and its Subsidiaries as owned by the Company or one of its Subsidiaries, free and clear of all Liens other than Permitted Liens. All material personal property and leased personal property assets of the Company and its Subsidiaries are structurally sound and in good operating condition and repair (ordinary wear and tear expected) and are suitable for their present use.

  • Title to Real Property (a) Neither the Company nor any of the Company Subsidiaries owns any real property. Section 4.10(a) of the Seller Disclosure Schedule sets forth a complete list of all real property and interests in real property leased by the Company and the Company Subsidiaries (individually, a “Leased Property”). Section 4.10(a) of the Seller Disclosure Schedule sets forth a true and complete list of all leases, subleases, licenses, concessions and other agreements relating to the use or occupancy of real property (written or oral), as amended, to which the Company or any of the Company Subsidiaries is a party (“Leases”). The Company and/or one or more of the Company Subsidiaries has good and valid title to the leasehold estates in all Leased Property (a Leased Property being sometimes referred to herein, individually, as a “Company Property”), in each case free and clear of all mortgages, Liens, leases, assignments, subleases, licenses, easements, covenants, rights of way and other similar restrictions of any nature whatsoever, except (i) such as are set forth in Section 4.10(a) of the Seller Disclosure Schedule; (ii) leases, subleases and similar agreements set forth in Section 4.11(a) of the Seller Disclosure Schedule; (iii) Permitted Liens; (iv) easements, covenants, rights of way and other similar restrictions of record which do not, individually or in the aggregate, materially impair the continued use and operation of the Assets to which they relate in the business of the Company and the Company Subsidiaries, as presently conducted; (v) any conditions that may be shown by a current, accurate survey or physical inspection of any Company Property made prior to the Closing and (vi) (a) zoning, building and other similar restrictions, (b) mortgages, Liens, easements, covenants, rights of way and other similar restrictions that have been placed by any developer, landlord or other third party on property over which the Company or any of the Company Subsidiaries has easement rights or on any Company Property and subordination or similar agreements relating thereto, and (c) unrecorded easements, covenants, rights of way and other similar restrictions, none of which items set forth in clauses (v) or (vi), individually or in the aggregate, materially impair the continued use and operation of the property to which they relate in the business of the Company and the Company Subsidiaries as presently conducted.

  • Title to Property and Encumbrances The Company has good and valid title to all properties and assets used in the conduct of its business (except for property held under valid and subsisting leases which are in full force and effect and which are not in default) free of all Liens except Permitted Liens and such ordinary and customary imperfections of title, restrictions and encumbrances as do not in the aggregate constitute a Company Material Adverse Effect.

  • Title to Property; Encumbrances (a) The Company does not own any real property or any Structures.

  • Contracts and Other Collateral The Company shall perform all of its obligations under or with respect to each instrument, receivable, contract and other intangible included in the Pledged Property to which the Company is now or hereafter will be party on a timely basis and in the manner therein required, including, without limitation, this Agreement.

  • Patents and Other Intangible Assets (a) The Company (i) owns or has the right to use, free and clear of all Liens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and rights with respect to the foregoing used in or necessary for the conduct of its business as now conducted or proposed to be conducted without infringing upon or otherwise acting adversely to the right or claimed right of any Person under or with respect to any of the foregoing and (ii) is not obligated or under any liability to make any payments by way of royalties, fees or otherwise to any owner or licensor of, or other claimant to, any patent, trademark, service xxxx, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

  • Title to Property and Assets The Company owns its property and assets free and clear of all mortgages, liens, loans and encumbrances, except such encumbrances and liens which arise in the ordinary course of business and do not materially impair the Company's ownership or use of such property or assets. With respect to the property and assets it leases, the Company is in compliance with such leases and, to the best of its knowledge, holds a valid leasehold interest free of any liens, claims or encumbrances.

  • Title to Real and Personal Property The Company and its subsidiaries have good and marketable title in fee simple (in the case of real property) to, or have valid and marketable rights to lease or otherwise use, all items of real and personal property and assets that are material to the respective businesses of the Company and its subsidiaries, in each case free and clear of all liens, encumbrances, claims and defects and imperfections of title except those that (i) do not materially interfere with the use made and proposed to be made of such property by the Company and its subsidiaries or (ii) could not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect.

  • Title to Property and Assets; Leases Except (i) as reflected in the financial statements contained in the SEC Reports, (ii) for liens for current taxes not yet delinquent, (iii) for liens imposed by law and incurred in the ordinary course of business for obligations not past due to carriers, warehousemen, laborers, materialmen and the like, (iv) for liens in respect of pledges or deposits under workers' compensation laws or similar legislation or (v) for minor defects in title, none of which, individually or in the aggregate, materially interferes with the use of such property (clauses (i) through (v), the "PERMITTED LIENS"), the Company has good and marketable title to its property and assets free and clear of all mortgages, liens, claims, and encumbrances. With respect to the property and assets it leases, the Company is in compliance with such leases and, to the knowledge of the Company, holds a valid leasehold interest free of any liens, claims, or encumbrances, except for Permitted Liens.

  • Property and Equipment (a) The Company has good and valid title to, or in the case of leased property has valid leasehold interests in, all property and assets (whether real or personal, tangible or intangible) reflected on the Balance Sheet or acquired after the Balance Sheet Date. None of such properties or assets is subject to any Liens, except:

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