Common use of Title to Tangible Assets Clause in Contracts

Title to Tangible Assets. One or more of the Group Companies owns good and valid title, free and clear of all Encumbrances, other than Permitted Encumbrances, to all of the material tangible and intangible personal property and assets shown on the balance sheet in the Financial Statements as being owned by the Group Companies, including, without limitation, all authorized and outstanding equity of each of the Group Companies other than the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mens Wearhouse Inc)

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Title to Tangible Assets. One or more of the The Company Group Companies owns good and valid title, free and clear of all EncumbrancesLiens, other than Permitted EncumbrancesLiens, to all of the material personal, tangible and intangible personal property and assets shown on the balance sheet used in the Financial Statements as being owned by Communities Business and the Group Companies, including, without limitation, all authorized Sports Business. The properties and outstanding equity of each assets of the Company Group Companies other than the Companyare in good condition and repair in all material respects, subject to normal wear and tear.

Appears in 1 contract

Samples: Stock Purchase and Merger Agreement (Global Payments Inc)

Title to Tangible Assets. One or more of the The Company Group Companies owns good and valid title, free and clear of all EncumbrancesLiens, other than Permitted EncumbrancesLiens, to all of the material personal, tangible and intangible personal property and assets shown reflected on the balance sheet in the Financial Statements as being owned by the Group Companies, including, without limitation, all authorized and outstanding equity of each of the Group Companies other than the CompanyStub Period Balance Sheet.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nordson Corp)

Title to Tangible Assets. One or more members of the Company Group Companies owns good and valid title, free and clear of all EncumbrancesLiens, other than Permitted EncumbrancesLiens, to all of the material tangible and intangible personal property and assets shown on the balance sheet Latest Balance Sheet. To the Company’s Knowledge, the material tangible personal property of the Company Group used in the Financial Statements as being owned by the Group Companies, including, without limitation, all authorized and outstanding equity of each conduct of the Group Companies other than Company Group’s businesses as currently conducted is suitable for the Companypurposes for which it is being used.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TreeHouse Foods, Inc.)

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Title to Tangible Assets. (a) One or more members of the Company Group Companies owns good and valid title, free and clear of all EncumbrancesLiens, other than Permitted EncumbrancesLiens, to (or in the case of leased personal property, a valid leasehold title to) all of the material tangible and intangible personal property and assets shown on the balance sheet in Latest Balance Sheet or acquired since the Financial Statements as being owned by the Group Companies, including, without limitation, all authorized and outstanding equity of each date of the Group Companies other than the CompanyLatest Balance Sheet.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Prestige Brands Holdings, Inc.)

Title to Tangible Assets. One or more members of the Company Group Companies owns good and valid title, free and clear of all EncumbrancesLiens, other than Permitted EncumbrancesLiens, to all of the material tangible and intangible personal property and assets shown on the balance sheet in Latest Balance Sheet or acquired after the Financial Statements as being owned by the Group Companies, including, without limitation, all authorized and outstanding equity of each date of the Group Companies other than the CompanyLatest Balance Sheet.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Signet Jewelers LTD)

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