Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 14 contracts
Samples: Underwriting Agreement (Semitool Inc), Underwriting Agreement (Daleen Technologies Inc), Underwriting Agreement (Melita International Corp)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 14 contracts
Samples: Underwriting Agreement (Coorstek Inc), Underwriting Agreement (Nuvasive Inc), Underwriting Agreement (Essex Property Trust Inc)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(k) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 6 contracts
Samples: Underwriting Agreement (Verona Pharma PLC), Underwriting Agreement (Tcr2 Therapeutics Inc.), Underwriting Agreement (Forma Therapeutics Holdings, Inc.)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 5 contracts
Samples: Underwriting Agreement (Sierra Oncology, Inc.), Underwriting Agreement (Sierra Oncology, Inc.), Underwriting Agreement (Miragen Therapeutics, Inc.)
Title to Properties. The Company and each of its subsidiaries has possess good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryCompany.
Appears in 5 contracts
Samples: Underwriting Agreement (Cidara Therapeutics, Inc.), Underwriting Agreement (Cidara Therapeutics, Inc.), Underwriting Agreement (Cidara Therapeutics, Inc.)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to incorporated by reference in Section 1(A)(i) above the Registration Statement or the Prospectus (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except in such cases as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 5 contracts
Samples: Waitr Holdings Inc., Waitr Holdings Inc., Waitr Holdings Inc.
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus)by it, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as are disclosed in the Time of Sale Prospectus or as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The To the Company’s knowledge, the real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 5 contracts
Samples: Underwriting Agreement (Horizon Therapeutics Public LTD Co), Underwriting Agreement (Horizon Pharma PLC), Underwriting Agreement (Horizon Pharma PLC)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A) (i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 5 contracts
Samples: Agreement (U S Restaurant Properties Inc), Custody Agreement (Reynard Motorsport Inc), Underwriting Agreement (Dave & Busters Inc)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 5 contracts
Samples: Underwriting Agreement (Aclaris Therapeutics, Inc.), Underwriting Agreement (Aclaris Therapeutics, Inc.), Underwriting Agreement (Aclaris Therapeutics, Inc.)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do could not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 4 contracts
Samples: Underwriting Agreement (Newlink Genetics Corp), Underwriting Agreement (TherapeuticsMD, Inc.), Underwriting Agreement (TherapeuticsMD, Inc.)
Title to Properties. The Except as disclosed in the Registration Statement and the Prospectus, the Company and each of its subsidiaries has good and marketable valid title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i6(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with have or result in a Material Adverse Change to the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 4 contracts
Samples: Equity Distribution Agreement (Applied Optoelectronics, Inc.), Equity Distribution Agreement (Applied Optoelectronics, Inc.), Equity Distribution Agreement (Applied Optoelectronics, Inc.)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(k) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do where failure to so possess would not materially and adversely affect reasonably be expected to, individually or in the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryaggregate, result in a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 3 contracts
Samples: Underwriting Agreement (Kezar Life Sciences, Inc.), Underwriting Agreement (Kezar Life Sciences, Inc.), Underwriting Agreement (Kezar Life Sciences, Inc.)
Title to Properties. The Except as described in the Prospectus, the Company and each of its subsidiaries has have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 3 contracts
Samples: Underwriting Agreement (U S Restaurant Properties Inc), Underwriting Agreement (RFS Hotel Investors Inc), Underwriting Agreement (RFS Hotel Investors Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(m) above (or elsewhere in the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 3 contracts
Samples: Purchase Agreement (Texas Market Tire, Inc.), Purchase Agreement (Texas Market Tire, Inc.), Registration Agreement (Hutchinson Technology Inc)
Title to Properties. The Except as otherwise disclosed in the Registration Statement, Time of Sale Prospectus and the Prospectus, the Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i2(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 3 contracts
Samples: Underwriting Agreement (Green Plains Inc.), Underwriting Agreement (Green Plains Inc.), Underwriting Agreement (Green Plains Inc.)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions exceptions, if any, as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 3 contracts
Samples: Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Ibasis Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the any Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The To the Company’s knowledge, the real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryCompany.
Appears in 3 contracts
Samples: Underwriting Agreement (Somaxon Pharmaceuticals, Inc.), Underwriting Agreement (Somaxon Pharmaceuticals, Inc.), Underwriting Agreement (Ziopharm Oncology Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A)(j) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions exceptions, if any, as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 3 contracts
Samples: Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Ibasis Inc), Underwriting Agreement (Ibasis Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(p) above (or elsewhere in the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Credit Agreement (Chaparral Steel CO), Texas Industries Inc
Title to Properties. The Company and each of its subsidiaries has subsidiary have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(m) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such and its subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any and its subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such and its subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Smart Move, Inc.), Underwriting Agreement (Smart Move, Inc.)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid valid, subsisting and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (International Manufacturing Services Inc), Underwriting Agreement (International Manufacturing Services Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the of its respective properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as may be reflected in such financial statements and such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Atrix Laboratories Inc, Atrix Laboratories Inc
Title to Properties. The Company does not own any real property and each of its subsidiaries has good and marketable title to all the properties personal property and assets reflected as owned by it in the financial statements referred to in Section 1(A)(i2(m) above (or elsewhere in the Prospectus)Prospectus Supplement) and which are material to the business of the Company, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material material, and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryCompany.
Appears in 2 contracts
Samples: Purchase Agreement (Rigel Pharmaceuticals Inc), Purchase Agreement (Rigel Pharmaceuticals Inc)
Title to Properties. The Company and each of its subsidiaries has good the Subsidiaries have valid and marketable indefeasible title to all the properties and assets reflected as owned in the consolidated financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as as, in the aggregate, do not materially and adversely affect the value of such property properties and do not materially interfere with the use made or proposed to be made of such property properties by the Company or such subsidiaryand the Subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary either of the Subsidiaries are held under valid and enforceable leases, with such exceptions as as, in the aggregate, are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarySubsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Netsolve Inc), Netsolve Inc
Title to Properties. Except as otherwise disclosed in the Prospectus, The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Prospectus), in each case free and clear of any security interestsLiens, mortgages, liens, encumbrances, equities, claims equities and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(k) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do where failure to so possess would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryresult in a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Oncorus, Inc.), Underwriting Agreement (Oncorus, Inc.)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(l) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryany of its subsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryits subsidiaries.
Appears in 2 contracts
Samples: Underwriting Agreement (Methes Energies International LTD), Underwriting Agreement (Methes Energies International LTD)
Title to Properties. The Company and each of its subsidiaries has the Subsidiary have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary the Subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarythe Subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Kite Pharma, Inc.), Underwriting Agreement (Kite Pharma, Inc.)
Title to Properties. The Company and each of its subsidiaries has Subsidiaries have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i6(j) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do otherwise disclosed in the Registration Statement and the Prospectus or as would not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed reasonably be expected to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarySubsidiary.
Appears in 2 contracts
Samples: Sales Agreement (Auris Medical Holding AG), Sales Agreement (Auris Medical Holding AG)
Title to Properties. The Company and each of its subsidiaries has good and, in the case of any real property, good and marketable marketable, title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(A)(i) above (or elsewhere included in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (American Capital, LTD), American Capital Strategies LTD
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(a)(12) above (or elsewhere in the Registration Statement and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property material to its business held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Placement Agency Agreement (Erytech Pharma S.A.), Placement Agency Agreement (Erytech Pharma S.A.)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(iparagraph (m) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Title to Properties. The Company and each of its subsidiaries Subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(n) above (or elsewhere in the Prospectus)hereof, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as disclosed in the Offering Memorandum and except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarySubsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary Subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarySubsidiary.
Appears in 2 contracts
Samples: Purchase Agreement (Tempur Sealy International, Inc.), Purchase Agreement (Tempur Sealy International, Inc.)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A)(l) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Nuvasive Inc), Underwriting Agreement (Nuvasive Inc)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i2(k) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Open Market Sale (Scholar Rock Holding Corp), Open Market Sale (Scholar Rock Holding Corp)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the real property and good title to all other properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property in the aggregate and do not materially interfere with the use made or proposed to be made of such property in the aggregate by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property (in each case in the aggregate) by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Symmetry Medical Inc.), Underwriting Agreement (Symmetry Medical Inc.)
Title to Properties. The Except as disclosed in the Preliminary Prospectus and in the Prospectus, the Company and each of its subsidiaries has have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus)by them, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except (i) such as do would not materially and adversely affect the value of such property and do (ii) such as would not materially interfere with the current use made or proposed to be made of such property by the Company or such subsidiary, as the case may be. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do would not materially interfere with the current use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary, as the case may be.
Appears in 2 contracts
Samples: Underwriting Agreement (Natural Gas Services Group Inc), Underwriting Agreement (Natural Gas Services Group Inc)
Title to Properties. The Company and each of its subsidiaries has do not own any real property. The Company and its subsidiaries have good and marketable title to all of the properties personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i6(k) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Sales Agreement (Mirati Therapeutics, Inc.), Sales Agreement (Mirati Therapeutics, Inc.)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(p) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as are described in the Disclosure Package and the Prospectus or such as do not materially and adversely affect would not, individually or in the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryaggregate, have a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions leases except as are not material described in the Disclosure Package and the Prospectus or such as do not materially interfere with and would not, individually or in the use made or proposed to be made of such real propertyaggregate, improvements, equipment or personal property by the Company or such subsidiaryhave a Material Adverse Effect.
Appears in 2 contracts
Samples: Underwriting Agreement (St Jude Medical Inc), Underwriting Agreement (St Jude Medical Inc)
Title to Properties. The Except as otherwise disclosed in the Prospectus, the Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in by them which is material to the financial statements referred to in Section 1(A)(i) above (or elsewhere in business of the Prospectus)Company, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, defects except such as do not materially and adversely affect the value of such property and do not materially interfere in any material respect with the use made or and currently proposed to be made of such property by the Company or such subsidiaryCompany. The Except as otherwise disclosed in the Prospectus, the real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Lexicon Pharmaceuticals, Inc., Lexicon Pharmaceuticals, Inc.
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Echelon Corp), Underwriting Agreement (Firepond Inc)
Title to Properties. The Company and each of its subsidiaries has subsidiary have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such its subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any its subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such its subsidiary.
Appears in 2 contracts
Samples: TTM Technologies Inc, Underwriting Agreement (TTM Technologies Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Mypoints Com Inc), Caminus Corp
Title to Properties. The Each of the Company and each of its subsidiaries Subsidiary has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i2(m) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary its Subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Open Market Sale (Sol-Gel Technologies Ltd.), Open Market Sale (Sol-Gel Technologies Ltd.)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A)(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such other than as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Evolus, Inc.), Underwriting Agreement (Evolus, Inc.)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A) (i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.. (s)
Appears in 2 contracts
Samples: Underwriting Agreement (Petroleum Development Corp), Underwriting Agreement (Petroleum Development Corp)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do where failure to so possess would not materially and adversely affect reasonably be expected to, individually or in the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryaggregate, result in a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Underwriting Agreement (Metacrine, Inc.), Underwriting Agreement (Altimmune, Inc.)
Title to Properties. The Except as disclosed in the Prospectus, the Company and each of its subsidiaries has good and marketable valid title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i6(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with have or result in a Material Adverse Change to the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 2 contracts
Samples: Equity Distribution Agreement (Applied Optoelectronics, Inc.), Equity Distribution Agreement (Applied Optoelectronics, Inc.)
Title to Properties. The Company and each of its subsidiaries Subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i2(s) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryresult in a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarySubsidiaries.
Appears in 1 contract
Samples: Silence Therapeutics PLC
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Universal American Financial Corp)
Title to Properties. The Company and each of its subsidiaries has good and marketable valid title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(n) above (or elsewhere in the Prospectus)hereof, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as disclosed in the Offering Memorandum and except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Purchase Agreement (TopBuild Corp)
Title to Properties. The Except as disclosed in the Prospectuses, the Company and each of its consolidated subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(l) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryresult in a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Viridian Therapeutics, Inc.\DE)
Title to Properties. The Except as otherwise described in the Offering Memorandum, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(m) above (or elsewhere in the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Registration Rights Agreement (Ames True Temper, Inc.)
Title to Properties. The Company and each of its subsidiaries Subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(s) above (or elsewhere in the Registration Statement, Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryresult in a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its Subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarySubsidiaries.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has subsidiary have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(m) above (or elsewhere in the Disclosure Package and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such and its subsidiary. The real property, buildings, improvements, equipment and personal property held under lease by the Company or any and its subsidiary are held under valid valid, subsisting and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such and its subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus)by it, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as are described in the Prospectus or as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The To the Company’s knowledge, the real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are described in the Prospectus or are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A) above (or elsewhere in the Prospectus)i) above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Except as disclosed in the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.are
Appears in 1 contract
Samples: Packeteer Inc
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(iI (A) (i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Hall Kinion & Associates Inc
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned by it in the financial statements referred to in Section 1(A)(i) above (or elsewhere included in the most recent Preliminary Prospectus and the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: American Capital Strategies LTD
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(p) above (or elsewhere in the Prospectus)Disclosure Package and the Final Offering Memorandum, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i2(k) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do where failure to so possess would not materially and adversely affect reasonably be expected to, individually or in the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiaryaggregate, result in a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Kezar Life Sciences, Inc.
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(l) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable valid title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A)(j) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(k) above (or elsewhere in the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned by them in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except where the failure to have such as do title would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryresult in a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryCompany.
Appears in 1 contract
Samples: Underwriting Agreement (Aerovate Therapeutics, Inc.)
Title to Properties. The Company and each of its subsidiaries has subsidiary have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(l) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryresult in a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Viridian Therapeutics, Inc.\DE)
Title to Properties. The Except as otherwise disclosed in the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Acadia Pharmaceuticals Inc)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i2(l) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do where the failure to so possess would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryresult in a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: SQZ Biotechnologies Co
Title to Properties. The Company and each of its subsidiaries has subsidiary have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The To the Company's knowledge, the real property, improvements, equipment and personal property held under lease by the Company or any its subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Except as otherwise disclosed in the Prospectus, the Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i2(m) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, defects except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Change. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Tango Therapeutics, Inc.
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the real property and good title to all other properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(I) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A) (i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The material real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such material real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (New Century Financial Corp)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the any Applicable Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and assets and do not materially interfere with the use made or proposed to be made of such property and assets by the Company or such subsidiaryCompany. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under leases which are valid and enforceable leasesagainst the Company and, to the Company’s knowledge, the other parties thereto, in each case with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiaryCompany.
Appears in 1 contract
Samples: Underwriting Agreement (Celldex Therapeutics, Inc.)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.. (r)
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1 (A) (i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Action Performance Companies Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.subsidiary.
Appears in 1 contract
Samples: content.edgar-online.com
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(l) above (or elsewhere in the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Purchase Agreement (California Steel Industries Inc)
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Plexus Corp)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(p) above (or elsewhere in the Prospectus)hereof, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as disclosed in the Offering Memorandum and except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such other than as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Except as otherwise disclosed in the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(a)(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Except as disclosed in the Prospectus, the Company and each of its subsidiaries has good and marketable title to all the real property and good title to all other properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarysubsidiary or with such exceptions that would not result in a Material Adverse Change.
Appears in 1 contract
Samples: Underwriting Agreement (Alnylam Pharmaceuticals Inc)
Title to Properties. The Each of the Company and each of its subsidiaries subsidiary has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any its subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Ebenx Inc
Title to Properties. The Company and each of its subsidiaries has good and marketable indefeasible title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(a)(xiii) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Except as otherwise disclosed in the Registration Statement, the Time of Sale Prospectus or the Prospectus, the Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A)(k) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any its subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Avadel Pharmaceuticals PLC)
Title to Properties. The Each of the Company and each of its subsidiaries Subsidiary has good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(iSection 2(m) above (or elsewhere in the Registration Statement or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do would not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary its Subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(o) above (or elsewhere in the Prospectus)hereof, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except as disclosed in the Offering Memorandum and except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Company and each of its subsidiaries has have good and marketable title to all of the properties real and personal property and other assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A)(j) above (or elsewhere in the Registration Statement, the Time of Sale Prospectus or the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, adverse claims and other defects, except such as do could not materially and adversely affect reasonably be expected, individually or in the value of such property and do not materially interfere with the use made or proposed aggregate, to be made of such property by the Company or such subsidiaryhave a Material Adverse Effect. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Except as otherwise disclosed in the Prospectus, the Company and each of its subsidiaries subsidiary has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(A) above (or elsewhere in the Prospectus)i) above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such its subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any its subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such its subsidiary.
Appears in 1 contract
Samples: Underwriting Agreement (Filetek Inc)
Title to Properties. The Company and each of its subsidiaries has good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(o) above (or elsewhere in the ProspectusOffering Memorandum), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
Title to Properties. The Except as otherwise disclosed in the Prospectuses, the Company and each of its subsidiaries has have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus)above, in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiarysubsidiaries. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary each of its subsidiaries are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiarysubsidiaries.
Appears in 1 contract
Title to Properties. The Except as provided in the Credit Agreement, the Company and each of its subsidiaries has have good and marketable title to all the properties and assets reflected as owned in the financial statements referred to in Section 1(A)(i1(i) above (or elsewhere in the Prospectus), in each case free and clear of any security interests, mortgages, liens, encumbrances, equities, claims and other defects, except such as do not materially and adversely affect the value of such property and do not materially interfere with the use made or proposed to be made of such property by the Company or such subsidiary. The real property, improvements, equipment and personal property held under lease by the Company or any subsidiary are held under valid and enforceable leases, with such exceptions as are not material and do not materially interfere with the use made or proposed to be made of such real property, improvements, equipment or personal property by the Company or such subsidiary.
Appears in 1 contract
