Common use of Title; Liens Clause in Contracts

Title; Liens. As of each date title is required to pass to Buyer hereunder with respect to any assets comprising a Facility, Seller has and will convey good and marketable title to such assets to be sold to Buyer on such date and all such assets are free and clear of all Liens other than Permitted Liens. Neither Seller nor any of its subcontractors have placed any Liens on the Sites or the Facilities other than Permitted Liens. To the extent that Seller has actual knowledge that any of its subcontractors has placed any Lien on a Facility or Site, then Seller shall cause such Liens to be discharged, or shall provide a bond in an amount and from a surety acceptable to Buyer to protect against such Lien, in each case, within thirty (30) days after Seller is aware of the existence thereof. Seller shall indemnify Buyer against any such lien claim, provided that if the applicable Site License requires additional or more stringent action, Seller shall also indemnify Buyer for the costs and expenses of such actions.

Appears in 3 contracts

Samples: First Amended (Bloom Energy Corp), First Amended (Bloom Energy Corp), First Amended (Bloom Energy Corp)

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Title; Liens. As of each date title is required to pass to Buyer Owner hereunder with respect to any assets comprising a Facility, Seller Operator has and will convey good and marketable title to such assets to be sold to Buyer Owner on such date and all such assets are free and clear of all Liens other than Permitted Liens. Neither Seller Except to the extent arising by law, neither Operator nor any of its subcontractors have placed any Liens on the Sites or the Facilities other than Permitted Liens. To the extent that Seller Operator has actual knowledge Knowledge that any of its subcontractors has placed any Lien on a Facility or Site, then Seller Operator shall cause such Liens to be discharged, or shall provide a bond in an amount and from a surety acceptable to Buyer Owner to protect against such Lien, in each case, within thirty (30) days after Seller Operator is aware of the existence thereof. Seller Operator shall indemnify Buyer Owner against any such lien claim, provided that if the applicable Site License Lease requires additional or more stringent action, Seller Operator shall also indemnify Buyer Owner for the costs and expenses of such actions.

Appears in 1 contract

Samples: Master Operations and Maintenance Agreement (Bloom Energy Corp)

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Title; Liens. As of each date title is required to pass to Buyer hereunder with respect to any assets comprising a Facility, Seller has and will convey good and marketable title to such assets to be sold to Buyer on such date and all such assets are free and clear of all Liens other than Permitted Liens. Neither Seller nor any of its subcontractors have placed any Liens on the Sites or the Facilities other than Permitted Liens. To the extent that Seller has actual knowledge that any of its subcontractors has placed any Lien on a Facility or Site, then Seller shall cause such Liens to be discharged, or shall provide a bond in an amount and from a surety acceptable to Table of Contents Buyer to protect against such Lien, in each case, within thirty (30) days after Seller is aware of the existence thereof. Seller shall indemnify Buyer against any such lien claim, provided that if the applicable Site License requires additional or more stringent action, Seller shall also indemnify Buyer for the costs and expenses of such actions.

Appears in 1 contract

Samples: Purchase, Use and Maintenance Agreement (Bloom Energy Corp)

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