Common use of Title to Properties; Possession Under Leases Clause in Contracts

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the Subsidiaries has good and marketable title to, or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets (including all Mortgaged Properties), except for minor defects in title that do not interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law.

Appears in 10 contracts

Samples: Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Inc)

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Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower Holdings and the Restricted Subsidiaries has good and marketable title to, or valid leasehold interests in, or easements or other limited property interests in, all its material properties and assets (including all Mortgaged Properties), except for (i) Liens permitted by Section 6.02, (ii) minor defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except (iii) where the failure to have such title in the aggregate could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law.

Appears in 4 contracts

Samples: Revolving Credit Agreement (Houghton Mifflin Harcourt Co), Security Agreement (Houghton Mifflin Harcourt Co), Security Agreement (Houghton Mifflin Harcourt Co)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the Subsidiaries has good and marketable valid record fee simple title to, or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets (including all Mortgaged Properties), except for Permitted Liens and except for minor defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title title, interests or easements could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets held in fee simple are free and clear of Liens, other than Permitted Liens expressly permitted by Section 6.02 or Liens arising by operation of law.

Appears in 3 contracts

Samples: First Lien Credit Agreement (Exela Technologies, Inc.), First Lien Credit Agreement (Exela Technologies, Inc.), First Lien Credit Agreement (Exela Technologies, Inc.)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower Loan Parties and the Covered Subsidiaries has good and marketable title to, or valid leasehold interests in, or easements or other limited property interests in, all its material properties and assets, except for defects that do not, in the aggregate, materially interfere with the conduct of the business of the Loan Parties and the Covered Subsidiaries, taken as a whole, or the use of the properties and assets (including all Mortgaged Properties)of the Loan Parties and the Covered Subsidiaries, except for minor defects in title that do not interfere with its ability to conduct its business taken as currently conducted or to utilize such properties and assets a whole, for their intended purposes and purposes, except where the failure to have such title could or leasehold interests would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect. All such material properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law6.02.

Appears in 2 contracts

Samples: Credit Agreement (TPG Partners, LLC), Credit Agreement (TPG Partners, LLC)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the their Subsidiaries has good and marketable valid record fee simple title (insurable at ordinary rates) to, or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets (including all Mortgaged Properties), except for minor defects in title that do not interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law.

Appears in 2 contracts

Samples: Credit Agreement (Nalco Holding CO), Credit Agreement (Nalco Energy Services Equatorial Guinea LLC)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the Subsidiaries has good and marketable title to, or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets (including all Mortgaged Properties), except for minor defects in title that do not interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law.

Appears in 1 contract

Samples: Credit Agreement (TRW Automotive Holdings Corp)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the Subsidiaries has good and marketable valid record fee simple title to, or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets (including all Mortgaged Properties), except for Permitted Liens and except for minor defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title title, interests or easements could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets held in fee simple are free and clear of Liens, other than Permitted 121 Liens expressly permitted by Section 6.02 or Liens arising by operation of law.

Appears in 1 contract

Samples: First Lien Credit Agreement (Exela Technologies, Inc.)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the their Subsidiaries has good and marketable valid record fee simple title (insurable at ordinary rates) to, or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets (including all Mortgaged Properties), except for minor defects in title that do not interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law.

Appears in 1 contract

Samples: Credit Agreement (Hexion Specialty Chemicals, Inc.)

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Title to Properties; Possession Under Leases. (ab) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the Subsidiaries has good and marketable valid fee simple title to, or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets Real Properties (including all Mortgaged Properties)) and has valid title to its personal property and assets, in each case, except for minor Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, Liens other than Liens expressly permitted by Section 6.02 or arising by operation of lawPermitted Liens.

Appears in 1 contract

Samples: Petition Credit Agreement (Noranda Aluminum Holding CORP)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the Subsidiaries has good and marketable valid title in fee simple to, or valid leasehold interests in, or easements or other limited property interests in, all its properties Real Properties and assets (including all Mortgaged Properties)has valid title to its personal property and assets, in each case, except for minor Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law6.02.

Appears in 1 contract

Samples: Credit Agreement (Sprouts Farmers Market, Inc.)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower and the Subsidiaries has good and marketable valid title in fee simple to, or valid leasehold interests in, or easements or other limited property interests in, all its properties Real Properties and assets (including all Mortgaged Properties)has valid title to its personal property and assets, in each case, except for minor Permitted Liens and except for defects in title that do not materially interfere with its ability to conduct its business as currently conducted or to utilize such properties and assets for their intended purposes and except where the failure to have such title could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Permitted Liens. The Equity Interests of the Borrower owned by Holdings are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of lawArticle VIA.

Appears in 1 contract

Samples: Credit Agreement (Sprouts Farmers Market, Inc.)

Title to Properties; Possession Under Leases. (a) Each of Holdings, Intermediate Holdings, the U.S. Borrower Parent and the Material Subsidiaries has good and marketable title toto all real property and good title to all personal property owned by it and good and marketable title to a leasehold estate in the real and personal property leased by it, free and clear of all liens, charges, encumbrances or valid leasehold interests in, or easements or other limited property interests in, all its properties and assets (including all Mortgaged Properties)restrictions, except for minor defects (i) as set forth in title that do not interfere with its ability to conduct its business Schedule 3.07 and (ii) as currently conducted created or to utilize such properties and assets for their intended purposes and expressly permitted by Section 6.02, except where the failure to have such title could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. All such properties and assets are free and clear of Liens, other than Liens expressly permitted by Section 6.02 or arising by operation of law.

Appears in 1 contract

Samples: Credit Agreement (New Skies Satellites Holdings Ltd.)

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