Common use of Title to Property Clause in Contracts

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 715 contracts

Samples: Securities Purchase Agreement (Codesmart Holdings, Inc.), Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.), Securities Purchase Agreement (Avitar Inc /De/)

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Title to Property. The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiariessubsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(i) or such as would not have a Material Adverse Effectmaterial adverse effect. Any real property and facilities held under lease by the Company and its Subsidiaries subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effectmaterial adverse effect.

Appears in 443 contracts

Samples: Securities Purchase Agreement (Mphase Technologies Inc), Securities Purchase Agreement (Saleen Automotive, Inc.), Securities Purchase Agreement (Tauriga Sciences, Inc.)

Title to Property. The Except as disclosed in the SEC Documents the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 380 contracts

Samples: Securities Purchase Agreement (Axiom Corp.), Securities Purchase Agreement (RespireRx Pharmaceuticals Inc.), Securities Purchase Agreement (Tribal Rides International Corp.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 212 contracts

Samples: Securities Purchase Agreement (Clean Energy Technologies, Inc.), Securities Purchase Agreement (Digerati Technologies, Inc.), Securities Purchase Agreement (Clean Energy Technologies, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(T) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 52 contracts

Samples: Securities Purchase Agreement (QPC Lasers), Securities Purchase Agreement (QPC Lasers), Securities Purchase Agreement (Alternative Construction Company, Inc.)

Title to Property. The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiariessubsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(i) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 45 contracts

Samples: Securities Purchase Agreement (Propanc Biopharma, Inc.), Securities Purchase Agreement (Propanc Biopharma, Inc.), Securities Purchase Agreement (Propanc Biopharma, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 27 contracts

Samples: Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Alpine 4 Holdings, Inc.), Securities Purchase Agreement (iCoreConnect Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 21 contracts

Samples: Securities Purchase Agreement (Arkados Group, Inc.), Securities Purchase Agreement (Greenhouse Solutions, Inc.), Securities Purchase Agreement (Arkados Group, Inc.)

Title to Property. The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiariessubsidiaries, in each case free and clear Clean of all liens, encumbrances and defects except such as are described in Schedule 3(t3(i) or such as would not have a Material Adverse Effectmaterial adverse effect. Any real property and facilities held under lease by the Company and its Subsidiaries subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effectmaterial adverse effect.

Appears in 15 contracts

Samples: Securities Purchase Agreement (Blue Sphere Corp.), Securities Purchase Agreement (Blue Sphere Corp.), Securities Purchase Agreement (Blue Sphere Corp.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) the SEC Documents, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 14 contracts

Samples: Securities Purchase Agreement (Vemanti Group, Inc.), Securities Purchase Agreement (Clean Energy Technologies, Inc.), Securities Purchase Agreement (Clean Energy Technologies, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule SCHEDULE 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 14 contracts

Samples: Securities Purchase Agreement (Ibiz Technology Corp), Securities Purchase Agreement (Aquatic Cellulose International Corp), Securities Purchase Agreement (Kanakaris Wireless)

Title to Property. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 13 contracts

Samples: Securities Exchange Agreement (Accelerated Pharma, Inc.), Securities Purchase Agreement (Basanite, Inc.), Securities Exchange Agreement (Accelerated Pharma, Inc.)

Title to Property. The Company and its Subsidiaries subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiariessubsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) the Company’s public filings or such as would not have a Material Adverse Effectmaterial adverse effect. Any real property and facilities held under lease by the Company and its Subsidiaries subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effectmaterial adverse effect.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Wisdom Homes of America, Inc.), Securities Purchase Agreement (Wisdom Homes of America, Inc.), Securities Purchase Agreement (Arista Financial Corp.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(i) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Minerco, Inc.), Stock Purchase Agreement (Minerco, Inc.), Stock Purchase Agreement (Minerco, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) the SEC Documents, if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Novo Integrated Sciences, Inc.), Securities Purchase Agreement (Novo Integrated Sciences, Inc.), Securities Purchase Agreement (Novo Integrated Sciences, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liensLiens, encumbrances and defects except such as are described in Schedule 3(t3(r) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 6 contracts

Samples: Line of Credit Agreement (ICP Solar Technologies Inc.), Securities Purchase Agreement (ICP Solar Technologies Inc.), Securities Purchase Agreement (Universal Energy Corp.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) the SEC Documents or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 6 contracts

Samples: Securities Purchase Agreement (AnythingIT, Inc.), Securities Purchase Agreement (Cyclone Power Technologies Inc), Note Purchase Agreement (Banjo & Matilda, Inc.)

Title to Property. The Company and its Material Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Material Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Material Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 6 contracts

Samples: Securities Purchase Agreement (RespireRx Pharmaceuticals Inc.), Securities Purchase Agreement (RespireRx Pharmaceuticals Inc.), Securities Purchase Agreement (RespireRx Pharmaceuticals Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(s) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Q Comm International Inc), Securities Purchase Agreement (Saba Petroleum Co), Securities Purchase Agreement (Q Comm International Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(u) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Eglobe Inc), Securities Purchase Agreement (Globalmedia Com), Securities Purchase Agreement (T Netix Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) the SEC Reports or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Staffing Group, Ltd.), Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.), Securities Purchase Agreement (Mass Hysteria Entertainment Company, Inc.)

Title to Property. The Company and its Subsidiaries each Subsidiary have good and marketable title in fee simple (in the case of real property) to, or have valid and marketable rights to lease or otherwise use, all items of real and personal property and good and marketable title to all personal property owned by them which is assets that are material to the business of the Company and its Subsidiariesthe Subsidiaries taken as a whole, in each case free and clear of all liens, encumbrances encumbrances, claims and defects and imperfections of title except those that (i) do not materially interfere with the use made and proposed to be made of such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its the Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would or (ii) could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Equity Distribution Agreement (Ready Capital Corp), Equity Distribution Agreement (Sutherland Asset Management Corp), Equity Distribution Agreement (Sutherland Asset Management Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions exception s as would not have a Material Adverse Effect.

Appears in 3 contracts

Samples: Securities Purchase Agreement (IDS Industries, Inc.), Securities Purchase Agreement (IDS Industries, Inc.), Securities Purchase Agreement (IDS Industries, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and d its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as s are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 3 contracts

Samples: Securities Purchase Agreement (IDS Industries, Inc.), Securities Purchase Agreement (Aja Cannafacturing, Inc.), Securities Purchase Agreement (Aja Cannafacturing, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects defects, except such as are described in Schedule 3(t) 4.20 or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 3 contracts

Samples: Subscription Agreement (General Steel Holdings Inc), Common Stock Purchase Agreement (Elgrande Com Inc), Common Stock Purchase Agreement (Elgrande Com Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.. u.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Minerco Resources, Inc.), Securities Purchase Agreement (Avitar Inc /De/), Securities Purchase Agreement (Avitar Inc /De/)

Title to Property. The Company and its Subsidiaries have good ----------------- and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(T) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Amnis Systems Inc), Securities Purchase Agreement (World Golf League Inc), Securities Purchase Agreement (Pediatric Prosthetics Inc)

Title to Property. The Company and its Subsidiaries have ----------------- good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Epicus Communications Group Inc), Securities Purchase Agreement (Airtech International Group Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and have good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (H/Cell Energy Corp), Securities Purchase Agreement (H/Cell Energy Corp)

Title to Property. The Company and its Subsidiaries have good and ----------------- marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(u) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (American Telesource International Inc), Securities Purchase Agreement (Atsi Communications Inc/De)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) SCHEDULE 3.21 or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Summus Inc Usa), Securities Purchase Agreement (Summus Inc)

Title to Property. The Except as disclosed in the SEC Documents the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.. s.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Pura Naturals, Inc.), Securities Purchase Agreement (Pura Naturals, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or the SEC Documents or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Crystal International Travel Group, Inc.), Securities Purchase Agreement (Crystal International Travel Group, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them it which is material to the business Business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Company Disclosure Schedule 3(t) 3.20 or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Origo Acquisition Corp), Stock Purchase Agreement (Hightimes Holding Corp.)

Title to Property. The Company and its Significant Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all items of real property and good and marketable title to all personal property owned by them which is that are material to the business respective businesses of the Company and its Significant Subsidiaries, in each case free and clear of all liens, encumbrances encumbrances, claims and defects and imperfections of title except those that (i) do not materially interfere with the use made and proposed to be made of such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under validsubsidiaries or (ii) would not, subsisting and enforceable leases with such exceptions as would not individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Samples: Purchase Agreement (Cathay General Bancorp), Purchase Agreement (Cathay General Bancorp)

Title to Property. The Company and its Subsidiaries own no real property and have good and marketable leasehold title in fee simple to all leased real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Bioheart, Inc.), Securities Purchase Agreement (Bioheart, Inc.)

Title to Property. The Company and its Subsidiaries have good and ----------------- marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (E Resources Inc), Securities Purchase Agreement (Roanoke Technology Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(u) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Eglobe Inc), Securities Purchase Agreement (Marketing Services Group Inc)

Title to Property. The Company and its ----------------- Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Med Gen Inc), Securities Purchase Agreement (Med Gen Inc)

Title to Property. The Except as disclosed in Schedule 3(t), the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Arch Therapeutics, Inc.), Securities Purchase Agreement (Arch Therapeutics, Inc.)

Title to Property. The Except as disclosed in the SEC Documents the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. .Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Lingerie Fighting Championships, Inc.), Securities Purchase Agreement (Lingerie Fighting Championships, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by x. them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Forza Innovations Inc), Securities Purchase Agreement (Forza Innovations Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(S) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Laser Vision Centers Inc), Securities Purchase Agreement (Angeion Corp/Mn)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u)3, if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (SIMPLICITY ESPORTS & GAMING Co), Securities Purchase Agreement (SIMPLICITY ESPORTS & GAMING Co)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the the-business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Roanoke Technology Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.. 10

Appears in 1 contract

Samples: Securities Purchase Agreement (Hpil Holding)

Title to Property. The Except as disclosed in the Public Documents the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Quanta Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 4.18 (or in the SEC Documents) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Panda Project Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(u) attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (STW Resources Holding Corp.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect, except for liens on the Company’s assets arising under the Receivables Arrangements. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Kaival Brands Innovations Group, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(f) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Attune RTD)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects defects, except such as are described in Schedule SCHEDULE 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Technologies Group Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3[t] or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its its' Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Max Sound Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title or land use rights in fee simple to all real property owned by them and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (AnPac Bio-Medical Science Co., Ltd.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.. Exhibit 10.1 - Page7

Appears in 1 contract

Samples: Securities Purchase Agreement (Apotheca Biosciences, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. .Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Internet Media Services, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) D or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (SGOCO Group, Ltd.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (MINERALRITE Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(s) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Idt Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such other than Permitted Liens (as are described that term is defined in Schedule 3(t) or such as would not have a Material Adverse Effectthe Put Security Agreement). Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Liquidmetal Technologies Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 4.20 or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Teligent Inc)

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Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(p) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (TechCare Corp.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all ofall liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), ifattached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (SIMPLICITY ESPORTS & GAMING Co)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.. ​

Appears in 1 contract

Samples: Securities Purchase Agreement (Electromedical Technologies, Inc)

Title to Property. The Company and its Subsidiaries have good and ----------------- marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(u) or such ------------- as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Atsi Communications Inc/De)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(s) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zitel Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(U) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pharmaprint Inc)

Title to Property. The Company and its Material Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Material Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(r), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Material Subsidiaries are held by them under valid, subsisting valid and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Form of Securities Purchase Agreement (RespireRx Pharmaceuticals Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 4.21 or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (Environmental Tectonics Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(p) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aftersoft Group)

Title to Property. The Company and its Subsidiaries have good and ------------------- marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(T) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Marketcentral Net Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse A dverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Success Entertainment Group International Inc.)

Title to Property. The Company and its Subsidiaries have good and ----------------- marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(T) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mt Ultimate Healthcare Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple use rights to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Wetouch Technology Inc.)

Title to Property. The Company and its Subsidiaries ----------------- have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Med Gen Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liensLiens, encumbrances and defects except such as are described in Schedule 3(t9(q) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Line of Credit Agreement (Alternative Construction Company, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule SCHEDULE 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Epl Technologies Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(u) of the Disclosure Statement or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Storage Computer Corp)

Title to Property. The Except as set forth in the SEC Documents and as created pursuant to the Transaction Documents, the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effectdefects. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Clearday, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or in the SEC Documents or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (MAGELLAN GOLD Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its its’ Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Max Sound Corp)

Title to Property. The Company and its Subsidiaries Subsidiary have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its SubsidiariesSubsidiary, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries Subsidiary are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyber Defense Systems Inc)

Title to Property. The Except as disclosed in the SEC Documents the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting subsisting, and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cannasys Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such for outstanding security interests as are described in Schedule 3(t) have been disclosed to Buyer, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Quantumsphere, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liensLiens, encumbrances and defects except such as are described in Schedule 3(t3(n) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mabcure Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title do not own any real property in fee simple to all real property and have good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects, except for such liens, encumbrances and defects except such as are described in Schedule 3(t) or such as which would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Organicell Regenerative Medicine, Inc.)

Title to Property. The Company and its Subsidiaries do not own any real property in fee simple. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects, except as such liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Organicell Regenerative Medicine, Inc.)

Title to Property. The Company and its Subsidiaries have good and ----------------- marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(u) of the Disclosure Statement or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Storage Computer Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Electromedical Technologies, Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.. a. u.

Appears in 1 contract

Samples: Securities Purchase Agreement (eWELLNESS HEALTHCARE Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear dear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Camelot Entertainment Group, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all own no real property and have good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(tSCHEDULE 3(u) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cybercash Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) 3(u), if attached hereto, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by ​ ​ them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Electromedical Technologies, Inc)

Title to Property. The Except as disclosed in the OTC Documents the Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sylios Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t3(r) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Technical Chemicals & Products Inc)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all al l personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Well Power, Inc.)

Title to Property. The Company and its Material Subsidiaries have good and marketable title in fee simple to, or have valid rights to lease or otherwise use, all real property and good and marketable title to all personal property owned by them which is that are material to the business respective businesses of the Company and its Material Subsidiaries, in each case case, free and clear of all liens, encumbrances and defects Liens except such as (A) are described in Schedule 3(tthe Registration Statement, the General Disclosure Package and the Prospectus, (B) or do not interfere with the use made and proposed to be made of such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and or any of its Subsidiaries are held by them under validsubsidiaries or (C) would not, subsisting and enforceable leases with such exceptions as would not have individually or in the aggregate, result in a Material Adverse Effect.

Appears in 1 contract

Samples: Underwriting Agreement (New Jersey Resources Corp)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) the SEC Documents, or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting subsisting, and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Propanc Biopharma, Inc.)

Title to Property. The Company and its Subsidiaries have good . and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Dewmar International BMC, Inc.)

Title to Property. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and marketable title to all personal property owned by them which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(t) ), in favor of the Buyers or such as would not have a Material Adverse Effect. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as would not have a Material Adverse Effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Greens Worldwide Inc)

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