Common use of Title Clause in Contracts

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 96 contracts

Sources: Equity Purchase Facility Agreement (Sadot Group Inc.), Share Purchase Agreement (First Breach, Inc.), Equity Purchase Facility Agreement (Nocera, Inc.)

Title. Except as has not had and would not cause be reasonably expected to have, individually or in the aggregate, a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 50 contracts

Sources: Standby Equity Purchase Agreement (Beneficient), Standby Equity Purchase Agreement (OneMedNet Corp), Standby Equity Purchase Agreement (PRF Technologies Ltd.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 25 contracts

Sources: Prepaid Advance Agreement (Canoo Inc.), Pre Paid Advance Agreement (Canoo Inc.), Structured Equity Financing Agreement (Society Pass Incorporated.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Companyinterest. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 24 contracts

Sources: Purchase Agreement (Aspire Biopharma Holdings, Inc.), Purchase Agreement (SAGTEC GLOBAL LTD), Purchase Agreement (Focus Impact BH3 NewCo, Inc.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest interest, other than such as are not material to the business of the Company. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 12 contracts

Sources: Standby Equity Subscription Agreement (Baiya International Group Inc.), Standby Equity Subscription Agreement (Baiya International Group Inc.), Standby Equity Subscription Agreement (Baiya International Group Inc.)

Title. Except as would not cause a Material Adverse EffectEffect and except as set forth on Schedule 4.09, the Company (or its Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Companyinterest. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 7 contracts

Sources: Purchase Agreement (3 E Network Technology Group LTD), Purchase Agreement (Agm Group Holdings, Inc.), Purchase Agreement (Currenc Group Inc.)

Title. Except as would not cause be reasonably expected to have a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 4 contracts

Sources: Prepaid Advance Agreement (Hyperscale Data, Inc.), Standby Equity Purchase Agreement (Rein Therapeutics, Inc.), Prepaid Advance Agreement (Rein Therapeutics, Inc.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than (x) such as are not material to the business of the CompanyCompany or (y) Permitted Liens. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 3 contracts

Sources: Equity Purchase Agreement (FreeCast, Inc.), Standby Equity Purchase Agreement (ETAO International Co., Ltd.), Standby Equity Purchase Agreement (Twin Ridge Capital Acquisition Corp.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. Any Except as would not cause 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 2 contracts

Sources: Share Purchase Agreement (Aptera Motors Corp), Share Purchase Agreement (AEye, Inc.)

Title. Except as would not cause reasonably be expected to have a Material Adverse Effect, (i) the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest interest, other than such as are not material to the business of the Company. Any Company and its Subsidiaries and (ii) 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 2 contracts

Sources: Standby Equity Purchase Agreement (Bird Global, Inc.), Standby Equity Purchase Agreement (Bird Global, Inc.)

Title. Except as would not cause be reasonably expected to have, individually or in the aggregate, a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by itassets, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Companyinterest. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Northwest Biotherapeutics Inc)

Title. Except as would not cause be reasonably expected to have, individually or in the aggregate, a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. Any real property and facilities held under lease by the Company and its Subsidiaries are held by them the Company under valid, subsisting and enforceable leases with such exceptions as are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its SubsidiariesCompany.

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Nomadar Corp.)

Title. Except as would not cause reasonably be expected to result in a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the CompanyCompany or those in the ordinary course of business. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Pono Capital Corp)

Title. Except as would not cause a Material Adverse EffectEffect and except as contemplated in the Securities Purchase Agreement, the Company (or its Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Companyinterest. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 1 contract

Sources: Purchase Agreement (Incannex Healthcare Inc.)

Title. Except as has not had and would not cause be reasonably expected to have, individually or in the aggregate, a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its SubsidiariesCompany.

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Jupiter Neurosciences, Inc.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Principal Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Companyinterest. Any real property and facilities held under lease by the Company and its Principal Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Principal Subsidiaries.

Appears in 1 contract

Sources: Purchase Agreement (Ault Alliance, Inc.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its material properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Company. Any material 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 1 contract

Sources: Share Purchase Agreement (Knorex Ltd.)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the CompanyCompany or as are disclosed in the SEC Documents. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Beneficient)

Title. Except as would not cause a Material Adverse Effect, the Company (or its Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than (x) such as are not material to the business of the CompanyCompany or (y) Permitted Liens. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries...

Appears in 1 contract

Sources: Equity Purchase Agreement (Hub Cyber Security Ltd.)

Title. Except as would not cause a Material Adverse Effect, and except as set forth on Schedule 4.09, the Company (or its Subsidiaries) has have indefeasible fee simple or leasehold title to its properties and material assets owned by it, free and clear of any pledge, lien, security interest, encumbrance, claim or equitable interest other than such as are not material to the business of the Companyinterest. 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 are not material and do not interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.

Appears in 1 contract

Sources: Purchase Agreement (Digiasia Corp.)