Sole Owner. Countrywide is the sole owner and holder of the Mortgage Loan. The Mortgage Loan is not assigned or pledged, and Countrywide has good and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to the terms of this Agreement;
Sole Owner. Indymac is the sole owner and holder of the Mortgage Loan and the indebtedness evidenced by the Mortgage Note. The Mortgage Loan is not assigned or pledged, and Indymac has good and marketable title thereto, and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, participation interests, charge, claim or security interest not specifically set forth in the related Mortgage Loan Schedule and has full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign each Mortgage Loan pursuant to the terms of this Agreement. Indymac intends to relinquish all rights to monitor, possess and control the Mortgage Loan except in connection with the servicing of the Mortgage Loan as set forth in the Servicing Agreement. After the Closing Date, Indymac will not have any right to modify or alter the terms of the sale of the Mortgage Loan, nor will Indymac have any obligation or right to repurchase the Mortgage Loan, except as provided in this Agreement or as otherwise agreed to by Indymac and the Purchaser.
Sole Owner. Except for the security interest granted to the Administrative Agent pursuant to this Security Agreement or any other Credit Document, such Grantor is the sole legal and beneficial owner or lessee or authorized licensee of each item of the Collateral in which it purports to grant a security interest hereunder, having good and sufficient title thereto, or a valid interest as a lessee or licensee thereunder, free and clear of any and all Liens (except Permitted Liens), and, in the case of Patents, Trademarks and Copyrights, free and clear of Licenses, registered user agreements and covenants not to xxx third Persons. The Liens on the Collateral granted to the Administrative Agent hereunder are prior to all other Liens on the Collateral other than Permitted Priority Liens. As of the Effective Date, no amounts payable under or in connection with any of its Accounts or Contracts are evidenced by Instruments which, if the face value of any such Instrument or Instruments is greater than $1,000,000 individually or in the aggregate, have not been delivered to the Administrative Agent (or, prior to the Discharge of ABL Obligations and to the extent constituting ABL Priority Collateral, to the ABL Administrative Agent in accordance with Section 6(a) below).
Sole Owner. Seller is the sole record and beneficial owner of 100% of the issued and outstanding membership interests of the Project Company and has good and marketable title thereto, free and clear of any and all liabilities, liens, security interests, pledges, restrictions on transfer, claims, charges or other encumbrances or equities of any kind, nature, or description (collectively, the “Encumbrances”). Upon delivery and payment for the Membership Interests, the Buyer shall acquire valid and un-Encumbered title to the Membership Interests in the Project Company.
Sole Owner. Such transferee acquired its Membership Interests for its own account and is, and will remain, the sole beneficial owner of such Membership Interests at all times unless and until it Transfers ownership of such Membership Interests in accordance with and only to the extent permitted under Section 11.2;
Sole Owner. Owner represents and warrants to Purchaser that Owner is the sole and exclusive author and proprietor, throughout the world, of that certain unpublished original screenplay written by Owner currently entitled “Xxxxx Xxxxxxxx Unplugged” (the “Work”), and that Owner owns and controls the rights granted herein to Purchaser, inclusive of all copyrights therein. Notwithstanding the generality of the foregoing, the definition of Work shall not include the original musical compositions “You Make Me Wanna Fly” by Xxxxxx Xxxxx & Xxxxx Xxxxx, and "“The Rules Of The Game” by Xxxxxx Xxxxx & Xxxx Xxxxxx, or derivative musical works thereof, as they are now entitled or may be entitled in the future.
Sole Owner. The Seller is the sole owner and holder of the Mortgage Loan and the indebtedness evidenced by each Mortgage Note. The Mortgage Loan, including the Mortgage Note and the Mortgage, are not assigned or pledged, other than to MERS as designee of Seller, and Seller has good and marketable title thereto and has full right to transfer and sell the Mortgage Loan to the Purchaser free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest;
Sole Owner. Seller is the sole owner of fee simple interest to the Property. Seller shall not take any action to affect title to the Property while this Agreement is in effect, and the sole and exclusive possession of the Property shall be delivered to Purchaser on or before the date of Closing and there shall be no leases or other rights to occupancy in effect at Closing.
Sole Owner. The Seller or its affiliate is the sole owner of record and holder of the Contract and the indebtedness evidenced by the Contract. Immediately prior to the transfer and assignment to the Depositor on the Closing Date, the Contract was not subject to an assignment or pledge, and the Seller had good and marketable title to and was the sole owner thereof and had full right to transfer and sell the Contract to the Depositor free and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest and has the full right and authority subject to no interest or participation of, or agreement with, any other party, to sell and assign the Contract and following the sale of the Contract, the Depositor will own such Contract free and clear of any encumbrance, equity, participation interest, lien, pledge, charge, claim or security interest;
Sole Owner. Except for the Liens granted to Lender pursuant to this Security Agreement and other Permitted Liens, Debtor is, as of the date hereof and, as to Collateral acquired by it from time to time after the date hereof, Debtor will be, the sole owner of, or has valid rights as lessee or licensee with respect to, each item of the Collateral in which it purports to grant a security interest hereunder, having good and marketable title thereto, free and clear of any and all Liens (other than Permitted Liens). Debtor has all power and authority to grant to Lender the Liens contemplated by this Security Agreement to the extent permitted by applicable law or the provisions of any material Contracts.