Title to the Mortgaged Property. Borrower owns good, marketable and insurable fee simple title to each Mortgaged Property (other than Personalty), free and clear of all Liens, other than the Permitted Encumbrances. Borrower owns the Personalty free and clear of any and all Liens, other than Permitted Encumbrances. There are no outstanding options to purchase or rights of first refusal or restrictions on transferability affecting any Mortgaged Property or any portion thereof or interest therein.
Title to the Mortgaged Property. (a) Borrower has fee simple title (or such lesser estate therein as may be specified in Schedule A) to the Premises and good indefeasible title to the balance of the Mortgaged Property, free and clear of liens and encumbrances except Permitted Encumbrances.
Title to the Mortgaged Property. Borrower has, or simultaneously with the consummation of the Loan will have, good and insurable, and to the best knowledge of the Borrower, marketable fee simple title to the Mortgaged Property. The Mortgaged Property shall not be subject to any lien, charge, or encumbrance except the Permitted Encumbrances (defined in the Mortgage) and such liens that Borrower may have bonded or be contesting in accordance with the provisions of the Mortgage.
Title to the Mortgaged Property. Borrower shall warrant and defend (a) Senior Borrower’s and the Operating Company Entity’s title to the Mortgaged Property and every part thereof, subject only to Liens permitted hereunder (including Senior Permitted Encumbrances) and (b) the validity and priority of the Liens of the applicable Senior Security Instrument under the Senior Credit Agreement on the Mortgaged Property, subject only to Liens permitted hereunder (including Senior Permitted Encumbrances), in each case against the claims of all Persons whomsoever.
Title to the Mortgaged Property. The Borrower has good and marketable, equitable and beneficial title to the Mortgaged Property, subject to no lien, charge, or encumbrance except such as are listed as unomitted exceptions to title or exclusions from coverage in the title insurance policy being issued by Commonwealth Title Insurance Company (the “Title Company”) to the Bank concurrently with the recording of the Mortgages and Permitted Encumbrances. “Permitted Encumbrance” means any of the following: mean (i) as of the date of delivery of this Agreement, the liens and encumbrances shown in Exhibit B hereto, and, as of any particular time, (ii) those liens created by or in accordance with the Loan Documents; (iii) liens for taxes, fees, assessments or other governmental charges or levies, either not delinquent or being contested in good faith by appropriate proceedings, provided such contested lien shall not remain outstanding for more than ninety (90) days with respect to which Borrower maintains adequate reserves; (iv) liens upon or in any equipment acquired, held or leased by Borrower to secure the purchase price of such equipment or the lease obligations of Borrower with respect to such equipment or indebtedness incurred solely for the purpose of financing the acquisition or lease of such equipment; (v) liens incurred in connection with the extension, renewal or refinancing of the indebtedness secured by liens of the type described in the foregoing clauses, provided that any extension, renewal or replacement lien shall be limited to the type of property encumbered by the existing lien and the principal amount of the indebtedness being extended, renewed or refinanced does not increase; (vi) landlord’s, owners’, warehousemen’s, mechanics’, materialmen’s, repairmen’s or other like liens arising in the ordinary course of business that are not overdue for a period of more than thirty (30) days or that are being contested in good faith by appropriate proceeding; (vii) pledges or deposits in connection with workers’ compensation, unemployment insurance and other social security legislation; (viii) deposits and other liens to secure the performance of bids, trade contracts (other than for borrowed money), leases, statutory obligations, surety and appeal bonds, performance bonds and other obligations of a like nature incurred in the ordinary course of business; (ix) liens arising from judgments, decrees or attachments in circumstances not constituting an Event of Default under Section 9(a) of th...
Title to the Mortgaged Property. The Mortgagor warrants that: (a) the Mortgagor has fee simple title to the premises described in Schedule A and good indefeasible title to the balance of the Mortgaged Property, free and clear of liens and encumbrances, except those exceptions to title set forth in the policy of title insurance insuring the lien of this Mortgage; (b) it has full power and lawful authority to encumber the Mortgaged Property in the manner and form herein set forth; (c) it owns or will own all the Collateral now or hereafter affixed to and/or used in connection with, the Premises, including any substitutions or replacements thereof, free and clear of liens and claims; (d) this Mortgage is and will remain a valid and enforceable first lien on the Mortgaged Property; (e) it will preserve such title and will forever WARRANT AND DEFEND the same to the Mortgagee and will forever WARRANT AND DEFEND the validity and priority of the lien hereof against the claims of all persons and parties whomsoever; and (f) that this covenant shall not be extinguished by any foreclosure hereof but shall run with the Premises.
Title to the Mortgaged Property. Borrower shall warrant and defend (1) its title to the Mortgaged Property and every part thereof, subject only to Liens permitted hereunder (including Permitted Encumbrances) and (2) the validity and priority of the Liens of the Security Instruments and this Agreement on the Mortgaged Property, subject only to Liens permitted hereunder (including applicable Permitted Encumbrances), in each case against the claims of all Persons whomsoever.
Title to the Mortgaged Property. Each Loan Party shall warrant and defend (1) its fee and, as to the Ground Lease Parcel, leasehold, title to the Mortgaged Property and every part thereof, subject only to Liens permitted hereunder (including Permitted Encumbrances), and (2) the validity and priority of the Liens of the Security Instruments on the Mortgaged Property, subject only to Liens permitted hereunder (including applicable Permitted Encumbrances), in each case against the claims of all Persons whomsoever.
Title to the Mortgaged Property. Each of FLIP, OIP, MBP and NJA owns good, marketable and insurable fee simple title to its Individual Properties, free and clear of all Liens, other than the Permitted Encumbrances applicable to that Individual Property. Except as set forth on Schedule 5, there are no outstanding options to purchase or rights of first refusal for the purchase of all or any portion of any Individual Property.
Title to the Mortgaged Property. Each of the Mortgaged Property Owners shall warrant and defend (a) its title to the Mortgaged Property and every part thereof, subject only to Liens permitted hereunder (including Permitted Encumbrances) and (b) the validity and priority of the Liens of the applicable Security Instrument, Assignment of Leases and this Agreement on the Mortgaged Property, subject only to Liens permitted hereunder (including Permitted Encumbrances), in each case against the claims of all Persons whomsoever. The Borrower shall reimburse the Administrative Agent for any losses, costs, damages or expenses (including reasonable attorneys’ fees and court costs) incurred by the Administrative Agent if an interest in the Mortgaged Property, other than as permitted hereunder, is claimed by another Person.
