Rpt Clause Samples
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Rpt. No. 95-595 at 314 (1977). To the same effect is S. Rpt. 95-989 at 26 (1978). A leading bankruptcy commentator summarizes the effect of section 552(a) as follows: “Because it is grounded in the Bankruptcy Code’s definition of ‘security interest,’ found in section 101, subsection (a) is confined to consensual liens and does not extend to nonconsensual or statutory liens.” 5 ▇▇▇▇▇▇▇ on Bankruptcy ¶ 552.01[2] at 552-5 (16th ed. 2011) (citing United States v. ▇▇▇ ▇▇▇▇ Enterprises, Inc., 489 U.S. 235, 242 n. 5 (1989)). Both the Bankruptcy Court and the District Court in the Orange County bankruptcy agreed that section 552(a) applies only to consensual liens and thus that if the lien under consideration were a statutory lien, then section 552(a) would have no effect on it. “Section 552(a), therefore, only applies to liens created by a security agreement and not to other types of liens.” 179 B.R. at 192 (footnote omitted). “By its terms, section 552(a) only applies to liens resulting from security agreements, not other types of liens such as statutory liens.” 189 B.R. at 502.
Rpt. RPT is a corporation duly organized, validly existing and in good standing under the laws of the State of Wisconsin. RPT has all requisite corporate power, legal right and authority to own, operate and lease its properties and to carry on its business as and where it currently conducts its business. RPT is duly qualified or licensed to do business as a foreign company in each jurisdiction in which the character of the properties owned by it, or the nature of its business, makes such licensing or qualification necessary, except where the failure to effect or maintain such licensure or qualification would not, individually or in the aggregate, have a Material Adverse Effect. Company owns all of the issued and outstanding capital stock of RPT, free and clear of all Liens.
Rpt. A.: Seller shall deliver to Purchaser at the close of escrow an affidavit executed by Seller under penalty of perjury stating Seller's United States taxpayer identification number, that Seller is not a foreign person, and all other information required in accordance with Internal Revenue Code Section 1445(b)(2).