Title to the Collateral. Mezzanine Borrower shall warrant and defend (a) its title to the Collateral and every part thereof, subject to the Liens permitted hereunder (including Permitted Encumbrances) and (b) the validity and priority of the Lien of the Pledge and this Agreement on the Collateral, subject to the Liens permitted hereunder (including Permitted Encumbrances), in each case against the claims of all Persons whomsoever. Mezzanine Borrower shall reimburse Mezzanine Lender for any losses, costs, damages or expenses (including reasonable attorneys’ fees and court costs) incurred by Mezzanine Lender if an interest in the Collateral is claimed by another Person.
Title to the Collateral. The Borrower shall have good and marketable title to each applicable Railcar and good title to all other items of applicable Collateral, free and clear of all Liens created or incurred by it or permitted to exist by it other than Permitted Liens.
Title to the Collateral. The Trust covenants and agrees that the Trust owns or, prior to the issuance of the Notes will own, the Funding Agreement and all of the rest of the Collateral, free and clear of any Liens other than the security interests or assignments for collateral purposes made pursuant to Article 4 of this Indenture; and that the Trust is not and will not become a party to or otherwise be bound by any agreement, other than this Indenture, which restricts in any manner the rights of any present or future holder of any of the Collateral with respect thereto. The Trust shall notify in writing the Indenture Trustee and any Rating Agencies as promptly as practicable upon becoming aware of any change in the law of the State of Tennessee following the date of this Indenture with respect to the priority status of any Funding Agreement in a liquidation of, or other delinquency proceeding against, Protective Life.
Title to the Collateral. Mezzanine Borrower shall warrant and defend (a) its title to the Collateral and every part thereof, subject only to Permitted Encumbrances (Third Mezzanine) and (b) the validity and priority of the Liens of this Agreement, the Pledge, the Mezzco IV Pledge on the Collateral, in each case against the claims of all Persons whomsoever. Mezzanine Borrower shall reimburse Mezzanine Lender for any losses, costs, damages or expenses (including reasonable attorneys’ fees and court costs) incurred by Mezzanine Lender if an interest in the Collateral, other than Permitted Encumbrance (Third Mezzanine), is claimed by another Person.
Title to the Collateral. Mezzanine Borrower shall warrant and defend (a) its title to the Collateral and every part thereof, and (b) the validity and priority of the Lien of the Pledge and this Agreement on the Collateral, in each case against the claims of all Persons whomsoever. Mezzanine Borrower shall reimburse Mezzanine Lender for any losses, costs, damages or expenses (including reasonable attorneys’ fees and court costs) incurred by Mezzanine Lender if an interest in the Collateral is claimed by another Person.
Title to the Collateral. The Borrower has and will maintain good and marketable title to the Collateral (excluding the stock of RSi pledged by eRoom to the Secured Party pursuant to the Stock Pledge Agreement), free of all Liens (other than Permitted Liens and the security interest granted to the Secured Party hereunder).
Title to the Collateral. The Trust covenants and agrees that the Trust owns or, prior to the issuance of the Notes will own, the Funding Agreement, the Guarantee and all of the rest of the Collateral, free and clear of any Liens other than the security interests or assignments for collateral purposes made pursuant to Article 4; and that the Trust is not and will not become a party to or otherwise be bound by any agreement, other than the Indenture, which restricts in any manner the rights of any present or future holder of any of the Collateral with respect thereto. The Trust shall notify in writing the Indenture Trustee and any Rating Agencies as promptly as practicable upon becoming aware of any change in the law of the State of Iowa following the date of the Indenture with respect to the priority status of the Funding Agreement in a liquidation of, or other delinquency proceeding against, Principal Life.
Title to the Collateral. All of Borrower’s assets are titled in its legal name. Except for Permitted Liens, Borrower owns and has good title to all of the Collateral free and clear of all security interests, and Borrower has not executed any security documents or financing statements relating to such assets. Except for the Permitted Liens, all mortgages and UCC financing statements, together with any amendments and continuations, filed against the Collateral or Borrower with respect to the Collateral have been satisfied, terminated or released and said documents evidencing the same will be filed with the appropriate governmental authority upon the closing of the Loan. In the event that any termination or release is not filed as required, Lender is authorized to file the termination and/or release.
Title to the Collateral. Borrower shall warrant and defend (a) its title to the Collateral and every part thereof, subject to the Liens permitted hereunder (including Permitted Encumbrances) and (b) the validity and priority of the Lien of the Pledge and this Agreement on the Collateral, subject to the Liens permitted hereunder (including Permitted Encumbrances), in each case against the claims of all Persons whomsoever. Borrower shall reimburse Lender for any losses, costs, damages or expenses (including reasonable attorneys’ fees and court costs) incurred by Lender if an interest in the Collateral is claimed by another Person.
Title to the Collateral. The Borrower has and, subject to Section 4, will maintain good and marketable title to the Collateral and the Franchise Agreement (if applicable), free of all Liens (other than Permitted Liens and the security interest granted to the Secured Party hereunder) and such Collateral and Franchise Agreement (if applicable), are sufficient to enable a franchisee to operate the Pledged Stores at the Property in accordance with the Franchise Agreement.
