Common use of Warranties and Representations of Seller Clause in Contracts

Warranties and Representations of Seller. A. Seller has good and marketable title to all of the assets free and clear of any liens, debts, attachments, pledges and other claims other than as expressly stated herein. B. Seller is paid current as of the Closing Date on all payments relating to the assets, if any. C. Any and all taxes, including without limitation, state and local sales and inventory, federal, state, and local income taxes, license fees and other administrative costs affecting or having the potential to effect the assets have been paid current as of the Closing Date. D. There has not been any default in any obligation to be performed under any contract to which Seller is a party related to or which might have an affect upon the assets. E. There is no suit, action, arbitration, administrative or governmental proceeding or inquiry pending or, to the best of Seller's knowledge, threatened against or affecting Seller, relating to any of the assets. F. Every consent, approval, authorization or order of any court or governmental agency that is required for the consummation by Buyer of the purchase transactions contemplated has been obtained and will be in effect on the date of the closing. G. Seller has complied with and is not in violation of applicable federal, state, and local statutes, ordinances and regulation, including without limitation, any applicable environmental, health, building, zoning, or other law, ordinance, or regulation affecting any of the assets, the premises, or the operation of Seller's dental practice being conducted at the premises. H. Seller has fully disclosed all facts and conditions that have or might reasonable have or might reasonably be expected to have an adverse impact on the assets.