Common use of Assets Other than Real Property Interests Clause in Contracts

Assets Other than Real Property Interests. (a) Each of the Companies has good and valid title to all assets (other than real property interests) reflected on their respective Balance Sheets or acquired after the date thereof, except those sold or otherwise disposed of since the date of their respective Balance Sheets in bona fide arm's length transactions made in the ordinary course of business consistent with past practice and not in violation of this Agreement in each case free and clear of all liens, charges or encumbrances of any kind except those subject to the rights of suppliers under retention of title clauses or similar provisions and except (A) such as are set forth in Schedule 2.11, (B) mechanics', carriers', workmen's, repairmen's or other like liens arising or incurred in the ordinary course of business, liens arising under original purchase price conditional sales contracts and equipment leases with third parties entered into in the ordinary course of business and liens for Taxes that are not due and payable or that may thereafter be paid without penalty and (C) other imperfections of title or encumbrances, if any, that do not, individually or in the aggregate, materially impair the continued use and operation of the assets to which they relate in the businesses of the Companies and their respective Subsidiaries as presently conducted (the liens and imperfections of title described in clauses (B) and (C) above are hereinafter referred to collectively as "Permitted Liens").

Assets Other than Real Property Interests. (a) Each of the Companies ----------------------------------------- Lyondell or a Lyondell Selling Subsidiary has good and valid title to or the right to use all assets (other than real property interests) reflected on their respective Balance Sheets or acquired after the date thereofAcquired Assets, except those sold or otherwise disposed of since the date of their respective Balance Sheets in bona fide arm's length transactions made in the ordinary course of business consistent with past practice and not in violation of this Agreement in each case free and clear of all liensLiens, charges or encumbrances of any kind except those subject to the rights of suppliers under retention of title clauses or similar provisions and except (Ai) such as are set forth in Schedule 2.113.02(a)(i) (all of which shall be discharged on or prior to the Closing), (Bii) mechanics', carriers', workmen's, repairmen's or other like liens Liens arising or incurred in the ordinary course of business, liens Liens arising under original purchase price conditional sales contracts and equipment leases with third parties entered into in the ordinary course of business and liens Liens for Taxes that are not due and payable or that may thereafter be paid without penalty or are being contested in good faith, (iii) Liens pursuant to licenses entered into in the ordinary course of business of and for patents and other intellectual property and technology and (Civ) other imperfections of title or encumbrances, if any, that do not, individually or in the aggregate, do not materially impair impair, and could not reasonably be expected to materially impair, the continued use and operation of the material assets to which they relate in the businesses conduct of the Companies and their respective Subsidiaries Polyols Business as presently conducted as of November 16, 1999 (the liens and imperfections of title Liens described in clauses (Bii) and through (Civ) above above, together with the Liens referred to in clauses (ii) through (vi) of Section 3.03, are hereinafter referred to collectively as "Permitted Liens").. ---------------

Assets Other than Real Property Interests. (a) Each of the Companies Except as disclosed on Schedule 4.4, Seller has good and valid marketable title to all assets (reflected on the Balance Sheet other than real property interests) reflected on their respective Balance Sheets or acquired after the date thereofinterests in real property thereafter acquired, except those sold or otherwise disposed of since the date of their respective the Balance Sheets in bona fide arm's length transactions made Sheet in the ordinary course of business consistent with past practice and not in violation of this Agreement practice, in each case free and clear of all liens, charges or encumbrances of any kind except those subject to the rights of suppliers under retention of title clauses or similar provisions and except Liens other than: (A) such as are set forth in Schedule 2.11, (Bi) mechanics', carriers', workmen's, repairmen's or other like liens Liens arising or incurred in the ordinary course of business, liens (ii) Liens arising under original purchase price conditional sales contracts and equipment leases with third parties entered into in the ordinary course of business and liens business, (iii) Liens for Taxes that and other governmental charges which are not due and payable or that which may thereafter be paid without penalty penalty, and (Civ) Liens on work-in-progress assets under any customer finance facility, and (v) other imperfections of title title, restrictions or encumbrances, if any, that which Liens, imperfections of title, restrictions or other encumbrances do not, individually or in the aggregate, materially impair the continued use and operation use, operation, value or marketability of the specific assets to which they relate or the operation of the Business (the Liens described in the businesses of the Companies and their respective Subsidiaries as presently conducted (the liens and imperfections of title described in preceding clauses (Bi)-(v) and (C) above are hereinafter referred to collectively as "Permitted Liens").

Assets Other than Real Property Interests. (a) Each of True North or the Companies has Transferring Entities have good and valid title to all assets (other than real property interestsproperty) reflected on their respective the TNT Balance Sheets Sheet or acquired after the date thereofthereafter acquired, except those sold or otherwise disposed of since the date of their respective the TNT Balance Sheets in bona fide arm's length transactions made Sheet in the ordinary course of business of the Transferred Business consistent with past practice and not in violation of this Agreement practice, in each case free and clear of all mortgages, liens, charges security interests or encumbrances of any kind except those subject to the rights of suppliers under retention of title clauses or similar provisions and except other than (A) such as are set forth in Schedule 2.11, (Bi) mechanics', carriers', workmen's, repairmen's or other like liens arising or incurred in the ordinary course of business, liens arising under original purchase price conditional sales contracts and equipment leases with third parties entered into in the ordinary course of business and liens for Taxes that which are not due and payable or that which may thereafter be paid without penalty or premium, (ii) mortgages, liens, security interests and encumbrances which secure debt that is reflected as a liability on the TNT Balance Sheet and (Ciii) other imperfections of title or encumbrances, if any, that which do not, individually or in the aggregate, materially impair the continued use and use, operation or value of the assets to which they relate in the businesses of the Companies and their respective Subsidiaries as presently conducted Transferred Business (the liens mortgages, liens, security interests, encumbrances and imperfections of title described in clauses (Bi), (ii) and (Ciii) above are hereinafter referred to collectively as "TNT Permitted Liens").

Assets Other than Real Property Interests. (a) Each of the Companies Seller has good and valid title to all assets (other than real property interests) reflected on their respective Balance Sheets or acquired after the date thereofAcquired Assets, except those sold or otherwise disposed of since the date of their respective Balance Sheets in bona fide arm's length transactions made in the ordinary course of business consistent with past practice and not in violation of this Agreement in each case free and clear of all mortgages, liens, charges security interests, charges, easements, leases, subleases, covenants, rights of way, options, claims, restrictions or encumbrances of any kind except those subject to the rights of suppliers under retention of title clauses or similar provisions and (collectively, “Liens”), except (Ai) such as are set forth in Schedule 2.113.05, (Bii) mechanics'’, carriers'’, workmen's’s, repairmen's ’s or other like liens Liens arising or incurred in the ordinary course of business, liens Liens arising under original purchase price conditional sales contracts and equipment leases with third parties entered into in the ordinary course of business and liens for Taxes that are not due and payable or that may thereafter be paid without penalty penalty, and (Ciii) other imperfections of title or encumbrances, if any, that do not, individually or in the aggregate, do not materially impair impair, and could not reasonably be expected to impair, the continued use and operation of the assets to which they relate in the businesses conduct of the Companies and their respective Subsidiaries Business as presently conducted (the liens and imperfections of title Liens described in clauses (Bi), (ii) and (Ciii) above above, together with the Liens referred to in clauses (ii) through (vi) of Section 3.06, are hereinafter referred to collectively as "“Permitted Liens"”). (b) This Section 3.05 does not relate to real property or interests in real property, such items being the subject of Section 3.06, or to Intellectual Property, such items being the subject of Section 3.07. SECTION 3.06.