Specified Encumbrances definition

Specified Encumbrances means the encumbrances specified in Schedule One; TAX means all federal, state, local or foreign taxes and charges including but not limited to income, gross receipts, windfall profits, goods and services, value added, transfer, property, sales, production, use, license, excise, franchise, withholding or similar taxes, together with any interest, additions or penalties and any interest in respect of such additions or penalties; TITLES means the petroleum titles and licences specified in Schedule One; and WARRANTIES mean the warranties and representations set out in:-

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Specified Encumbrances has the meaning set forth in Section 5.2(a)(i).

Specified Encumbrances means any easement, covenant, condition, master declarations, rights-of-way, licenses, or other agreement or restrictions entered into or effected in the Ordinary Course of Business in connection with the development, use, operation or management of the Project which are not materially adversely inconsistent with the current Development Budget.

Examples of Specified Encumbrances in a sentence

• As of immediately prior to the Closing, the NewCo 2 Equity Interests, the NewCo 3 Equity Interests, the NewCo 4 Equity Interests and the NewCo 5 Equity Interests will constitute all of the issued and outstanding Equity Interests in such Persons, and NewCo 1 will have good and valid title to all of such issued and outstanding Equity Interests, free and clear of any Encumbrances (other than any Specified Encumbrances or transfer restrictions imposed by federal and state securities Laws).

• Cabot and its Subsidiaries own and have good and valid title to all of the Equity Interests of each of their respective Subsidiaries, free and clear of all Encumbrances (other than any Specified Encumbrances or transfer restrictions imposed by federal and state securities Laws).

• As of the date hereof, Cabot and its Subsidiaries own and have good and valid title to all of the Minority Interests, free and clear of all Encumbrances (other than any Specified Encumbrances or transfer restrictions imposed by federal and state securities Laws or as set forth in the organizational or governing documents of such Minority Interest).

• One or more RJS Subsidiaries has a valid leasehold interest in each RJS Leased Real Property, free and clear of all Security Interests except for Specified Encumbrances.

• One or more RJS Subsidiaries have good, marketable and indefeasible fee simple title to each parcel of RJS Owned Real Property, free and clear of all Security Interests, except Specified Encumbrances.

• Except as has not had and would not reasonably be expected to have, individually or in the aggregate, an RJS MAE, all such (i) RJS Real Property Agreements are free and clear of all Security Interests except for Specified Encumbrances and (ii) are in full force and effect and there exists no default or event that with the passage of notice or time, or both, would constitute a default under any such RJS Leases.

• Incorporating the Standard Conditions of Sale (Seventh Edition – 2018) Contract Date Seller Buyer Property Title Number Specified Encumbrances Title Guarantee (full/limited) Completion Date Contract Rate Purchase Price Deposit Contents Price Balance The Seller will sell and the Buyer will buy the Property for the Purchase Price Subject to the above conditions as varied by any provisions overleaf.

• Except as has not had and would not reasonably be expected to have, individually or in the aggregate, an RJS MAE, all such RJS Leases (x) are free and clear of all Security Interests except for Specified Encumbrances and (y) are in full force and effect and there exists no default or event that with the passage of notice or time, or both, would constitute a default under any such RJS Lease.

More Definitions of Specified Encumbrances

Specified Encumbrances means those charges and security interests in respect of the Notes in favour of T&N International Limited and AE International Limited and FMC, the particulars of which are registered at the Companies Registry in the file of documents maintained there and which are listed in Schedule 4 hereto;

Specified Encumbrances means the general security deed dated October 2003, given by certain members of the Toll Rail Group in favour of Toll Group (NZ) Limited.

Specified Encumbrances means, collectively, (a) the Debenture, dated December 6, 2006, between National Westminster Bank Plc and Seller, and (b) the Fixed and Floating Charge, dated December 7, 2006, by Seller in favor of RBS Invoice Finance Limited, each as amended, supplemented or otherwise modified from time to time.

Specified Encumbrances means, collectively, (i) Permitted Encumbrances, (ii) any Security Interest securing any of the Financings, (iii) subject to the repayment of the RJS Refinanced Debt in accordance with Section 2.09 or solely to the extent that any RJS Refinanced Debt would remain outstanding following the Closing in accordance with the terms of this Agreement, any Security Interest securing such RJS Refinanced Debt, (iv) Security Interests securing Hedging Trading activities or Indebtedness of the type described in clause (viii) of the definition of “Indebtedness,” in each case, existing as of the date of the Agreement or permitted to be engaged in or incurred pursuant to Section 7.02(c)(vi) or Section 7.02(c)(viii)(D) and (v) cash collateral securing letters of credit permitted to be issued pursuant to Section 7.02(c)(viii)(E).