Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 62 contracts
Samples: Common Stock Purchase Agreement (Sorrento Therapeutics, Inc.), Common Stock Purchase Agreement (Athersys, Inc / New), Common Stock Purchase Agreement (Ritter Pharmaceuticals Inc)
Title. 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 that 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(l3(m) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 53 contracts
Samples: Common Stock Purchase Agreement (Global Med Technologies Inc), Common Stock Purchase Agreement (Aastrom Biosciences Inc), Common Stock Purchase Agreement (Celsius Holdings, Inc.)
Title. 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 that 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(l3(o) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 21 contracts
Samples: Common Stock Purchase Agreement (Usurf America Inc), Stock Purchase Agreement (Usurf America Inc), Common Stock Purchase Agreement (Unigene Laboratories Inc)
Title. 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 that 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(l) the SEC Documents or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 20 contracts
Samples: Investment Agreement (Homeland Security Network, Inc.), Investment Agreement (Cal Bay International Inc), Investment Agreement (Next Inc/Tn)
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 20 contracts
Samples: Common Stock Purchase Agreement (BG Medicine, Inc.), Common Stock Purchase Agreement (Mobiquity Technologies, Inc.), Common Stock Purchase Agreement (Sunshine Heart, Inc.)
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 19 contracts
Samples: Common Stock Purchase Agreement (Adam Inc), Common Stock Purchase Agreement (Universal Ice Blast Inc), Common Stock Purchase Agreement (Unigene Laboratories Inc)
Title. The Company and its the Subsidiaries have good and marketable title in fee simple to all real property owned by them which is material to the business of the Company and its Subsidiaries and good and marketable title in all personal property owned by them that 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(l) or such for Liens as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as of which the Company and its Subsidiaries are not material in compliance 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 19 contracts
Samples: Securities Purchase Agreement (Jaws Technologies Inc /Ny), Exchange and Purchase Agreement (Dynagen Inc), Convertible Preferred Stock Purchase Agreement (Global Technologies LTD)
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 19 contracts
Samples: Common Stock Purchase Agreement (Ipass Inc), Common Stock Purchase Agreement (Tracon Pharmaceuticals, Inc.), Common Stock Purchase Agreement (iBio, Inc.)
Title. 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 that 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(l) the SEC Documents or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 15 contracts
Samples: Securities Purchase Agreement (Entremed Inc), Securities Purchase Agreement (Healthextras Inc), Securities Purchase Agreement (E-Net Financial Com Corp)
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 14 contracts
Samples: Subscription Agreement (Enigma Software Group, Inc), Subscription Agreement (Hyperdynamics Corp), Subscription Agreement (Execute Sports Inc)
Title. 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 that 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(l3(p) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Enamelon Inc), Investment Agreement (Senior Care Industries Inc), Securities Purchase Agreement (General Magic Inc)
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 11 contracts
Samples: Subscription Agreement (Walker Financial Corp), Subscription Agreement (Simplagene Usa Inc), Subscription Agreement (Securac Corp)
Title. 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 that 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(l4(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 11 contracts
Samples: Investment Agreement (Virtra Systems Inc), Equity Purchase Agreement (Morgan Mining Corp), Investment Agreement (Jacobson Resonance Enterprises Inc)
Title. 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 that 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(l3(w) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Investment Agreement (Benda Pharmaceutical, Inc.), Securities Purchase Agreement (Applied Spectrum Technologies Inc), Securities Purchase Agreement (Image Entertainment Inc)
Title. 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 that 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Common Stock Purchase Agreement (Cardica Inc), Common Stock Purchase Agreement (Dynavax Technologies Corp), Common Stock Purchase Agreement (NeoStem, Inc.)
Title. 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 that 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(l) 3.n. or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Subscription Agreement (Egpi Firecreek, Inc.), Subscription Agreement (Marmion Industries Corp), Subscription Agreement (Execute Sports Inc)
Title. 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 that 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 the blanket lien securing the Senior Indebtedness (as are described defined in Schedule 3(lthe Notes) or and such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 6 contracts
Samples: Common Stock Securities Purchase Agreement (Global Employment Holdings, Inc.), Common Stock Securities Purchase Agreement (Global Employment Holdings, Inc.), Notes Securities Purchase Agreement (Global Employment Holdings, Inc.)
Title. 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 that 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(l3(q) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Digs Inc), Securities Purchase Agreement (Netplex Group Inc), Securities Purchase Agreement (Digs Inc)
Title. 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 that 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(lSCHEDULE 3(o) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 5 contracts
Samples: Common Stock Purchase Agreement (Adam Com Inc /De/), Master Facility Agreement (Adam Com Inc /De/), Securities Purchase Agreement (A D a M Software Inc)
Title. 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 that is material to the business of the Company and its Subsidiariesproperty, in each case that are owned by them, free and clear of all liens, encumbrances and defects defects, except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not interfere in any material respect with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually are otherwise set forth or described in the aggregate, a Material Adverse EffectFiled SEC Documents. Any real property and facilities that are material to the Company and its Subsidiaries, taken as a whole, held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material and do not materially interfere with the use made and proposed to be made of such property and buildings by the Company and its Subsidiaries.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Solus Alternative Asset Management LP), Stock Purchase Agreement (Avenue Capital Management II, L.P.), Exchange Agreement (Carlyle Group L.P.)
Title. 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 that 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(l4(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Investment Agreement (Cal Bay International Inc), Investment Agreement (Marketcentral Net Corp), 9 Investment Agreement (Diversified Product Inspections Inc)
Title. The Company and its Subsidiaries have good and marketable title to all of the real and personal property and other assets reflected as owned by them that is material in the financial statements referred to in Section 4(f) above (or elsewhere in the business of Registration Statement or the Company and its SubsidiariesProspectus), in each case free and clear of all any security interests, mortgages, liens, encumbrances encumbrances, equities, adverse claims and defects other defects, except such as are described otherwise disclosed in Schedule 3(l) the Registration Statement and the Prospectus or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect. Any The real property, improvements, equipment and personal property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting valid and enforceable leases leases, with such exceptions as are not material and do not materially interfere with the use made and or proposed to be made of such real property, improvements, equipment or personal property and buildings by the Company and its Subsidiariesor such Subsidiary.
Appears in 3 contracts
Samples: Purchase Agreement (Auris Medical Holding AG), Purchase Agreement (Auris Medical Holding AG), Purchase Agreement (Auris Medical Holding AG)
Title. 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 that 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(l3(t) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Liquidmetal Technologies Inc), Securities Purchase and Exchange Agreement (Liquidmetal Technologies Inc)
Title. The Company and its Subsidiaries have good and marketable title in fee simple to any real property and good and marketable title to all personal property owned by them that 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(l3(o) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Biotechnology Value Fund L P), Collaboration and License Agreement (MIGENIX Inc.)
Title. 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 that which is material to the business of the Company and its Subsidiaries, in each case except as set forth on Schedule 3(w), free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Form of Securities Purchase Agreement (Axion Power International, Inc.), Securities Purchase Agreement (NXT-Id, Inc.)
Title. 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 that 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(l3(q) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Exchange and Redemption Agreement (Ambi Inc), Exchange Agreement (Ambi Inc)
Title. 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 that 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 Permitted Liens (as defined in the Notes) and such as are described in Schedule 3(l) or such liens, encumbrances and defects as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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.. (x)
Appears in 2 contracts
Samples: Securities Purchase Agreement (Wentworth Energy, Inc.), Securities Purchase Agreement (Wentworth Energy, Inc.)
Title. The Company and its the Subsidiaries have good and marketable title in fee simple to all real property owned by them which is material to the business of the Company and its Subsidiaries and good and marketable title in all personal property owned by them that 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(l) or such for Liens as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and its Subsidiaries. Except as set forth in Schedule 2.1(s), any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as of which the Company and its Subsidiaries are not material in compliance 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
Samples: Convertible Preferred Stock Purchase Agreement (Daw Technologies Inc /Ut), Convertible Preferred Stock Purchase Agreement (GSV Inc)
Title. The Except as disclosed in Schedule 2.1(v), the Company and its the Subsidiaries have good and marketable title to, or the right to use, all personal property owned by them that which is material to the business of the Company and its the Subsidiaries, in each case free and clear of all Liens, except for liens, claims or encumbrances and defects except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries. Neither the Company nor any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectowns any real property. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 the Subsidiaries.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Imaging Technologies Corp/Ca), Securities Purchase Agreement (Imaging Technologies Corp/Ca)
Title. The Company and its Subsidiaries have has good and marketable title in fee simple to all real property owned by it and good and marketable title in all personal property owned by them it that is material to the business of the Company and its SubsidiariesCompany, in each case free and clear of all liens, encumbrances and defects (“Liens”) and, except such as are described in Schedule 3(l) or such for Liens as do not materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company and any Liens for the payment of its Subsidiaries federal, state or could not reasonably be expected other taxes, the payment of which is neither delinquent nor subject to have, individually or in the aggregate, a Material Adverse Effectpenalties. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, are is held by them it under valid, subsisting and enforceable leases with which the Company is in compliance 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 2 contracts
Samples: Purchase Agreement (Viking Therapeutics, Inc.), Purchase Agreement (Viking Therapeutics, Inc.)
Title. 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 that 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 Permitted Liens (as are described defined in Schedule 3(l) or the Notes), liens securing the Bridge Facility and such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 t o be made of such property and buildings by the Company and its Subsidiaries.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ascendia Brands, Inc.), Securities Purchase Agreement (Ascendia Brands, Inc.)
Title. 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 that 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(l3(o) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Essex Corporation), Securities Purchase Agreement (Midway Games Inc)
Title. The Except as set forth on Schedule 3(x), 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 that 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(l3(x) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (nCoat, Inc.), Securities Purchase Agreement (Solar Enertech Corp)
Title. 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 that 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 (in each case, other than Permitted Liens (as are described defined in Schedule 3(lthe Notes)) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Liberator Medical Holdings, Inc.), Securities Purchase Agreement (Liberator Medical Holdings, Inc.)
Title. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and merchantable title to all personal property owned by them that 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(l) or such as do not not, individually or in the aggregate, materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material and do not materially 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
Samples: Note Purchase Agreement (Speedcom Wireless Corp), Note Purchase Agreement (P Com Inc)
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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.. o.
Appears in 1 contract
Samples: Virtra Systems Inc
Title. The Company and its Subsidiaries have good and marketable title to to, or a valid leasehold interest in, all real property and personal property owned by them that 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 the SEC Documents or the Disclosure Schedule 3(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Altair International Inc)
Title. 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 that which is material to the business of the Company and its Subsidiaries, in each case case, except as set forth in Schedule 3(w), free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 1 contract
Title. 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 that 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(l) SCHEDULE 3.17 or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Note and Warrant Purchase Agreement (Zenascent Inc)
Title. The Except as set forth on Schedule 3(w), 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 that 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(l3(w) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Rancher Energy Corp.)
Title. 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 that 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(l3(w) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Millennium Cell Inc)
Title. 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 that 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(l4(p) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Exhibit 99 (Paving Stone Corp)
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Common Stock Purchase Agreement (Cyclacel Pharmaceuticals, Inc.)
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. 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 that 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(l3(v) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its Subsidiaries have sufficient title to all real property, if any, owned by it and good and marketable valid title to all personal property owned by them that it which, in each case, 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its Subsidiaries have good and marketable title to all real property and good and marketable title to all personal property owned by them that 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 (i) such as are described in Schedule 3(l3.1(hh), or (ii) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Form of Securities Purchase Agreement (China Biologic Products, Inc.)
Title. The Company and its Subsidiaries have clear title to all real property, if any, owned by it and good and marketable valid title to all personal property owned by them that it which, in each case, 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Modtech Holdings Inc)
Title. The Company and its Subsidiaries have good and marketable title in fee simple to all real property and good and merchantable title to all personal property property, in each case, that is owned by them and that is material to the business of the Company and its Subsidiaries, in each case . All such property is owned by the Company and its Subsidiaries free and clear of all liens, encumbrances and defects defects, except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material and do not materially 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
Samples: Securities Purchase Agreement (SLS International Inc)
Title. The Company and its Subsidiaries have good and marketable title to all real property and good and marketable title to all personal property owned by them that 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(l2.1(p) or such as do not materially and adversely affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 1 contract
Title. 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 that 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(l3(s) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Natural Health Trends Corp)
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. 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 that 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(l) the SEC Documents or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could would not reasonably be expected to have, individually or result in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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.and
Appears in 1 contract
Title. The Except as set forth on SCHEDULE 3.18, 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 property, in each case purported to be owned by them that which is material to the business of the Company and its Subsidiariessubsidiaries, in each case free and clear of all liens, encumbrances and defects defects, except such as are described in Schedule 3(l) for liens, claims or such encumbrances as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectsubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 Subsidiariessubsidiaries.
Appears in 1 contract
Samples: Securities Purchase Agreement (Clearview Cinema Group Inc)
Title. 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 that 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(l3(p) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its Subsidiaries own no real property and have good and marketable title in fee simple to all real property, and have good and marketable title to all personal property property, owned by them that which is material to the business of the Company and its Subsidiaries, in each case case, free and clear of all liens, encumbrances and defects except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 or any of its Subsidiaries.
Appears in 1 contract
Samples: Securities Purchase Agreement (Genius Brands International, Inc.)
Title. The Company and its Subsidiaries have good and marketable title to all real property and good and marketable title to all personal property owned by them that 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 Permitted Liens (as such as are described term is defined in Schedule 3(lthe Amended and Restated Promissory Note) or and such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 1 contract
Samples: Securities Purchase Agreement (Atlas Technology Group, Inc.)
Title. 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 that 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(l3(v) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Securities Purchase Agreement (Integrated Biopharma Inc)
Title. 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 that 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(l3(m) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 1 contract
Title. The Except as set forth on Schedule 3(s), 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 that which is material to the business of the Company and its Subsidiaries, in each case free and clear of all liens, liens and encumbrances except for the blanket lien securing the Senior Indebtedness and defects except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its the Subsidiaries have good and marketable title in fee simple to all real property owned by them which is material to the business of the Company and its Subsidiaries and good and marketable title in all personal property owned by them that 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(l) or such for Liens as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Convertible Preferred Stock Purchase Agreement (Intelidata Technologies Corp)
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(lthe SEC Documents or SCHEDULE 3(p) or such as do not materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company and its Subsidiaries. The Company does not own any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectreal property. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material and do not materially 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
Title. 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 that 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(l) SCHEDULE 4.15 or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Bridge Note and Warrant Purchase Agreement (Adam Com Inc /De/)
Title. 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 that is material to the business of the Company and its Subsidiariesproperty, in each case that are owned by them, free and clear of all liens, encumbrances and defects defects, except such as are described in Schedule 3(l) or such as do not materially affect the value of such property and do not interfere in any material respect with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually are otherwise set forth or described in the aggregate, a Material Adverse EffectRecent SEC Documents. Any real property and facilities that are material to the Company and its Subsidiaries, taken as a whole, held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, Subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are not material and do not materially 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
Title. The Company and its Subsidiaries subsidiaries have good and marketable title to all real property and good title to all personal property owned by them that 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 for such liens, encumbrances and defects except such as are described disclosed in Schedule 3(l) the SEC Documents, or such as do not materially affect arise under the value of such property and do not interfere with the use made and proposed to be made of such property credit facilities that have been entered into by the Company and any of its Subsidiaries subsidiaries, or could as would not reasonably be expected to haveexpected, individually or in the aggregate, to result in a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, subsidiaries are held by them under valid, subsisting and enforceable leases with such exceptions as are would not material and do not interfere with reasonably be expected, individually or in the use made and proposed aggregate, to be made of such property and buildings by the Company and its Subsidiariesresult in a Material Adverse Effect.
Appears in 1 contract
Samples: Securities Purchase Agreement Signature Page (Euronet Worldwide Inc)
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l) the SEC Documents or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Samples: Common Stock Purchase Agreement (GBT Technologies Inc.)
Title. 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 that 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(l3(p) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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
Title. 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 that 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(l3(o) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its Subsidiaries do not own any real property. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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
Title. The Company and its Subsidiaries have good and marketable title to all personal property owned by them that 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(l3( l ) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. Effect .. Any real property and facilities held under lease by the Company and any of its SubsidiariesSubsidiaries , to the Company’s knowledge, 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
Samples: Common Stock Purchase Agreement (Westwater Resources, Inc.)
Title. 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 that 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(l3(p) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and or any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and or any of its Subsidiaries, to the Company’s knowledge, 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 SubsidiariesSubsidianes.
Appears in 1 contract
Title. 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 that 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(l3(n) or such as do not materially affect the value of such property and do not interfere with the use made and proposed to be made of such property by the Company and any of its Subsidiaries or could not reasonably be expected to have, individually or in the aggregate, a Material Adverse EffectSubsidiaries. Any real property and facilities held under lease by the Company and any of its Subsidiaries, to the Company’s knowledge, 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 facilities by the Company and its Subsidiaries.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Majestic Companies LTD)
