Common use of Title to Business Assets Clause in Contracts

Title to Business Assets. The Corporation and the Subsidiaries have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated or used by them or over which they have rights, free and clear of Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, license, operate, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has any obligation to pay any commission, license fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the Business Assets.

Appears in 5 contracts

Samples: Underwriting Agreement (Valens Company, Inc.), Underwriting Agreement (Valens Company, Inc.), Underwriting Agreement (Valens Company, Inc.)

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Title to Business Assets. The Corporation and and/or the Material Subsidiaries have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated operated, developed or used by them or over which they have rights, free and clear of any Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation or the Material Subsidiaries to use, transfer, lease, license, operate, develop, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has does not have any obligation to pay any commission, license fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the Business Assets.

Appears in 2 contracts

Samples: Underwriting Agreement, Underwriting Agreement

Title to Business Assets. The Corporation and the Subsidiaries have good, valid and marketable title to to, and have all necessary rights in respect of of, all of their Business Assets as owned, leased, licensed, loaned, operated or used by them or over which they have rights, free and clear of LiensLiens and, and except as set out in the Presentation, no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have would reasonably be likely to result in a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, licenselicence, operate, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has any obligation to pay any commission, license licence fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the such Business Assets.

Appears in 2 contracts

Samples: Agency Agreement (Field Trip Health Ltd.), Agency Agreement

Title to Business Assets. The Corporation and the Subsidiaries have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated operated, developed or used by them or over which they have rights, free and clear of any Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, license, operate, develop, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has does not have any obligation to pay any commission, license fee or similar payment to any person Person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person Person to acquire any of the rights, title or interests in the Business Assets.

Appears in 2 contracts

Samples: Underwriting Agreement, Agency Agreement

Title to Business Assets. The Corporation and the Subsidiaries Subsidiary have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated or used by them or over which they have rights, free and clear of Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation or the Subsidiaries Subsidiary to use, transfer, lease, license, operate, sell or otherwise exploit such Business Assets and neither the Corporation nor any the Subsidiary has any obligation to pay any commission, license fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the Business Assets.

Appears in 2 contracts

Samples: Underwriting Agreement (Aphria Inc.), Underwriting Agreement (Aphria Inc.)

Title to Business Assets. The Corporation and the Subsidiaries have good, valid and marketable title to to, and have all necessary rights in respect of of, all of their Business Assets as owned, leased, licensed, loaned, operated or used by them or over which they have rights, free and clear of LiensLiens and, and except as set out in the Offering Documents, no other material rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have would reasonably be likely to result in a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, licenselicence, operate, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has any obligation to pay any commission, license licence fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the such Business Assets.

Appears in 2 contracts

Samples: Underwriting Agreement (Field Trip Health Ltd.), Underwriting Agreement (Field Trip Health Ltd.)

Title to Business Assets. The Corporation and the Subsidiaries Subsidiary have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated or used by them or over which they have rights, free and clear of Liens, Liens and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have would reasonably be likely to result in a Material Adverse Effect on the rights of the Corporation or the Subsidiaries Subsidiary to use, transfer, lease, licenselicence, operate, sell or otherwise exploit such Business Assets and neither the Corporation nor any the Subsidiary has any obligation to pay any commission, license licence fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the such Business Assets.

Appears in 1 contract

Samples: Underwriting Agreement

Title to Business Assets. The Corporation and and/or the Subsidiaries have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated operated, developed or used by them or over which they have rights, free and clear of any Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, license, operate, develop, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has does not have any obligation to pay any commission, license fee or similar payment to any person Person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-pre- emptive rights of purchase which entitle any person Person to acquire any of the rights, title or interests in the Business Assets.

Appears in 1 contract

Samples: Underwriting Agreement

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Title to Business Assets. The Corporation and and/or the Subsidiaries Subsidiary have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated operated, developed or used by them or over which they have rights, free and clear of any Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conductedconducted in all material respects. The Corporation knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, license, operate, develop, sell or otherwise exploit such Business Assets and neither other than as disclosed in the Offering Documents, the Corporation nor any Subsidiary has does not have any obligation to pay any commission, license fee or similar payment to any person Person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person Person to acquire any of the rights, title or interests in the Business Assets.

Appears in 1 contract

Samples: Agency Agreement

Title to Business Assets. The Corporation Company and the Subsidiaries have good, valid and marketable title to and have all necessary rights in respect of all of their material Business Assets as owned, leased, licensed, loaned, operated or used by them or over which they have rights, free and clear of Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation Company knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation Company or the Subsidiaries to use, transfer, lease, license, operate, sell or otherwise exploit such Business Assets and neither the Corporation Company nor any Subsidiary has the Subsidiaries have any obligation to pay any commission, license fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the Business Assets.

Appears in 1 contract

Samples: Underwriting Agreement

Title to Business Assets. The Corporation and the Subsidiaries have good, valid and marketable title to and have all necessary rights in respect of all of their Business Assets as owned, leased, licensed, loaned, operated or used by them or over which they have rights, free and clear of Liens, and no other rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, license, operate, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has the Subsidiaries have any obligation to pay any commission, license fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the Business Assets.

Appears in 1 contract

Samples: Underwriting Agreement (Aphria Inc.)

Title to Business Assets. The Corporation and the Subsidiaries have good, valid and marketable title to to, and have all necessary rights in respect of of, all of their Business Assets as owned, leased, licensedlicenced, loaned, operated or used by them or over which they have rights, free and clear of LiensLiens and, and except as set out in the Offering Documents, no other material rights or Business Assets are necessary for the conduct of the Business as currently conducted or as proposed to be conducted. The Corporation knows of no claim or basis for any claim that might or could have would reasonably be likely to result in a Material Adverse Effect on the rights of the Corporation or the Subsidiaries to use, transfer, lease, licenselicence, operate, sell or otherwise exploit such Business Assets and neither the Corporation nor any Subsidiary has any obligation to pay any commission, license licence fee or similar payment to any person in respect thereof, other than as disclosed in the Offering Documents thereof and there are no outstanding rights of first refusal or other pre-emptive rights of purchase which entitle any person to acquire any of the rights, title or interests in the such Business Assets.

Appears in 1 contract

Samples: Underwriting Agreement

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