Title Covenants Sample Clauses

Title Covenants. The Borrower covenants that at no time shall it: (a) create, permit or suffer to be created any Lien or security interest in the Collateral other than Permitted Liens; or (b) except as otherwise expressly permitted herein sell, transfer, assign, deliver or otherwise dispose of any Collateral or any interest therein. The Borrower further covenants and agrees to defend the Collateral against the claims and demands of all other parties to the extent necessary to preserve the first-priority security interest of the Collateral Agent in the Collateral (subject to Permitted Liens).

Title Covenants. The Borrower covenants that at no time shall it: (a) create, permit or suffer to be created any Lien or security interest in the Collateral other than Permitted Liens; or (b) except as otherwise expressly permitted herein, sell, transfer, assign, convey, grant, bargain, set over, deliver or otherwise dispose of, or pledge or hypothecate, directly or indirectly, any Collateral or any interest therein to any Person other than the Collateral Agent for the benefit of the Secured Parties or in connection with Permitted Liens, or engage in financing transactions or similar transactions with respect to the Collateral with any Person other than pursuant to this Agreement. The Borrower further covenants and agrees to defend the Collateral against the claims and demands of all other parties to the extent necessary to preserve the first-priority security interest of the Collateral Agent in the Collateral (subject to Permitted Liens). The Borrower shall take all action reasonably necessary or reasonably requested by the Collateral Agent, Collateral Administrator, Majority Lenders or Administrative Agent to perfect, protect and more fully evidence the Borrower’s ownership of the Collateral free and clear of any Lien other than the Lien created hereunder and ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇.

Title Covenants. The Borrower covenants that at no time shall it:

Title Covenants. At no time shall the Pledgor create, permit or suffer to exist any lien or security interest in the Collateral other than Permitted Liens.

Title Covenants. The Borrower covenants that at no time shall it (a) create, permit or suffer to be created any Lien or other security interest in the Collateral other than the Security Interest and Permitted Liens; or (b) except as expressly permitted under Article III, sell, transfer, assign, deliver or otherwise dispose of any Collateral or any interest therein without the prior written consent of the Administrative Agent or the Secured Parties Representative, as applicable. The Borrower further covenants and agrees, subject to the terms of this Agreement, to defend the Collateral against the claims and demands of all other parties.

Title Covenants. (a) The Sellers and the Buyers have agreed upon a summary identified as “Real Property Title Review Summary” and dated as of the date of this Agreement (“Title Review Summary”) that lists title defects, limitations, and exceptions (“Title Defects”) arising out of or relating to the Real Property and proposed curative steps to address the Title Defects. Each of the Sellers and the Buyers acknowledge receipt of a copy of the Title Review Summary. Prior to Closing, the Sellers shall use their respective reasonable efforts at Sellers’ sole cost and expense to remove or cure the Title Defects as set forth in the Title Review Summary and in cooperation with and in a manner that is acceptable to the Buyers (“Title Curative”). The Sellers shall pay for all reasonable costs and expenses (excluding Buyers’ legal costs) incurred before or after Closing to conduct Title Curative (“Title Curative Costs”). All Title Defects that have not met Title Curative shall survive Closing and shall be deemed to have not been waived. (b) Any Title Defect for which Sellers have not achieved Title Curative on or before five (5) days prior to the Closing shall be subject to the post closing provisions of this Section 5.13(b). At Closing, the Sellers shall establish and fund an escrow account pursuant to an escrow agreement reasonably satisfactory to the Sellers and the Buyers substantially in the form of Exhibit L (“Title Escrow”) and in an amount equal to the sum of $500 per mining claim for which Sellers have not achieved Title Curative up to a maximum amount of $200,000 (“Escrow Funds”). The Sellers and the Buyers shall jointly conduct the remaining Title Curative. The Buyers shall have the right to reimbursement from the Title Escrow for all reasonable costs and expenses (excluding Buyers’ legal costs) incurred by the Buyers to conduct the Title Curative. The Escrow Funds shall remain subject to the Title Escrow to and until completion of all Title Curative for all of the Title Defects. The Title Escrow shall remain in effect and funded for a period of one (1) year following the Closing Date unless earlier terminated upon completion of Title Curative for all Title Defects and for which the Sellers and the Buyers will have provided a joint termination notice to the escrow agent to release all remaining Escrow Funds and terminate the Title Escrow. After one (1) year, if Title Curative for all Title Defects is not complete, Sellers shall release from the Escrow Funds to the Buyers th...

Title Covenants. 8 SECTION 7.2 Further Assurances...........................................................................8 SECTION 7.3 Notices......................................................................................9 SECTION 7.4 Costs of Transfer; Taxes; and Expenses.......................................................9 SECTION 7.5 The Indenture Trustee May Perform............................................................9

Title Covenants. The Mortgagor covenants that the Mortgaged Property is free from all encumbrances, other than Permitted Encumbrances, that lawful seisin of and good right to encumber the Mortgaged Property is vested in the Mortgagor, and that the Mortgagor hereby fully warrants the title to the Mortgaged Property, and will defend the same against the lawful claims of all persons whomsoever. The mortgage and security interest granted to Mortgagee herein is senior to all obligations except Permitted Encumbrances.

Title Covenants. Mortgagor is lawfully seized of the Land and Improvements and is and will be the owner of the Property. The Property is and will be free and clear of all liens and encumbrances whatsoever, except for the liens and encumbrances identified as items 1-10, 13 and 14 in Schedule B to the title insurance commitment issued by Chicago Title Insurance Company to Bank with respect to this Mortgage (collectively, the "Permitted Encumbrances"). Mortgagor will forever warrant and defend the Property unto Bank, its successors and assigns, against the lawful claims of all persons and entities, except for the Permitted Encumbrances. Mortgagor will execute and record, at Mortgagor's expense, such further assurances as may be necessary or desirable in order more fully to vest title to the Property in Mortgagor.