Transfer and Good Title Sample Clauses

Transfer and Good Title. (i) in relation to the Purchased Receivables, the information and statements of any kind supplied or to be supplied by it to the Master Purchaser as evidence of or relating to a Purchased Receivable are true, accurate, correct, complete and not misleading; (ii) on completion of the sale of the Purchased Receivable in accordance with the Master Receivables Purchase Agreement, the Master Purchaser will obtain title thereto and will have title in and to such Purchased Receivables; and (iii) there are no legal, regulatory or contractual restrictions or binding personal obligations which prevent the sale and transfer of title to the Purchased Receivables to the Master Purchaser;
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Transfer and Good Title in relation to each US Receivable contributed by it, (i) the information set out in each Invoices File and Counterparty File, and the particulars of such US Receivable set out in any other information and statements of any kind supplied or to be supplied to the US Master Purchaser as evidence of or relating to such US Receivable are in all material respects true, accurate, correct, complete and not misleading; (ii) on completion of the transfer of such US Receivable in accordance with Clause 4 hereof, the US Master Purchaser will obtain good and marketable title to and beneficial ownership of such US Receivable free and clear of any Encumbrance; (iii) there are no legal, regulatory or contractual restrictions or binding orders and no other obligations which prevent the transfer of title of such US Receivable to the US Master Purchaser; and (iv) the Contract from which such US Receivable derives does not contain any obligations of the US Originator of a personal nature or which involve personal skill or confidence or other personal considerations.
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Transfer and Good Title in relation to each Selected Dutch Receivable, the information set out in each Invoices File and Counterparty File and the particulars of each Selected Dutch Receivable set out in any other information and statements of any kind supplied or to be supplied to the European Receivables Warehouse Company as evidence of or relating to a Selected Dutch Receivable are true, accurate, correct, complete and not misleading; and
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Transfer and Good Title. (i) in relation to each Dutch Receivable, the information set out in each Invoices File and Counterparty File and the particulars of each Dutch Receivable set out in any other information and statements of any kind supplied or to be supplied to the European Receivables Warehouse Company as evidence of or relating to a Dutch Receivable are true, accurate, correct, complete and not misleading; (ii) on completion of the sale of the Dutch Receivable in accordance with Clause 4 hereof, the European Receivables Warehouse Company will obtain good and marketable title thereto and will have beneficial title in and to such Dutch Receivables; (iii) there are no legal, regulatory or contractual restrictions or binding no personal obligations orders which prevent the sale and transfer of title of the Dutch Receivables to the European Receivables Warehouse Company; and (iv) no Contract from which a Dutch Receivable derives contains any obligations of the relevant Dutch Originator of a personal nature or which involve personal skill or confidence or other personal considerations.
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Related to Transfer and Good Title

  • Good Title Immediately prior to each purchase hereunder, Seller shall be the legal and beneficial owner of the Receivables and Related Security with respect thereto, free and clear of any Adverse Claim, except as created by the Transaction Documents. There have been duly filed all financing statements or other similar instruments or documents necessary under the UCC (or any comparable law) of all appropriate jurisdictions to perfect Seller’s ownership interest in each Receivable, its Collections and the Related Security.

  • Record Title Xxxxx has the right to review and object to the Abstract of Title or Title Commitment and any of the 330 Title Documents as set forth in § 8.5 (Right to Object to Title, Resolution) on or before Record Title Objection Deadline. Buyer’s 331 objection may be based on any unsatisfactory form or content of Title Commitment or Abstract of Title, notwithstanding § 13, or 332 any other unsatisfactory title condition, in Xxxxx’s sole subjective discretion. If the Abstract of Title, Title Commitment or Title 333 Documents are not received by Buyer on or before the Record Title Deadline, or if there is an endorsement to the Title Commitment 334 that adds a new Exception to title, a copy of the new Exception to title and the modified Title Commitment will be delivered to 335 Buyer. Buyer has until the earlier of Closing or ten days after receipt of such documents by Buyer to review and object to: (1) any 336 required Title Document not timely received by Xxxxx, (2) any change to the Abstract of Title, Title Commitment or Title Documents, 337 or (3) any endorsement to the Title Commitment. If Seller receives Buyer’s Notice to Terminate or Notice of Title Objection, 338 pursuant to this § 8.2 (Record Title), any title objection by Xxxxx is governed by the provisions set forth in § 8.5 (Right to Object to 339 Title, Resolution). If Seller has fulfilled all Seller’s obligations, if any, to deliver to Buyer all documents required by § 8.1 (Evidence 340 of Record Title) and Seller does not receive Buyer’s Notice to Terminate or Notice of Title Objection by the applicable deadline 341 specified above, Xxxxx accepts the condition of title as disclosed by the Abstract of Title, Title Commitment and Title Documents 342 as satisfactory.

  • Transfer and Encumbrance The L-C shall also provide that Landlord may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer (one or more times) all or any portion of its interest in and to the L-C to another party, person or entity, regardless of whether or not such transfer is from or as a part of the assignment by Landlord of its rights and interests in and to this Lease. In the event of a transfer of Landlord’s interest in under this Lease, Landlord shall transfer the L-C, in whole or in part, to the transferee and thereupon Landlord shall, without any further agreement between the parties, be released by Tenant from all liability therefor, and it is agreed that the provisions hereof shall apply to every transfer or assignment of the whole of said L-C to a new landlord. In connection with any such transfer of the L-C by Landlord, Tenant shall, at Tenant’s sole cost and expense, execute and submit to the Bank such applications, documents and instruments as may be necessary to effectuate such transfer and, Tenant shall be responsible for paying the Bank’s transfer and processing fees in connection therewith; provided that, Landlord shall have the right (in its sole discretion), but not the obligation, to pay such fees on behalf of Tenant, in which case Tenant shall reimburse Landlord within ten (10) days after Tenant’s receipt of an invoice from Landlord therefor.

  • Clear Title Seller owns good and marketable title in and to the Asset.

  • Marketable Title Upon payment of the purchase price, a Deed for the property shall be executed by the Seller and shall convey the property to the Buyer. Title to the property shall be good and marketable, free of liens, encumbrances, subject to all applicable ground rent, covenants, conditions, restrictions, easements, rights of way, laws, ordinances, regulations, charges, taxes and assessments, rights of others in party walls of the Property, and any other matters of record. The buyer has the right to choose his own settlement agent or attorney to conduct settlement. In the event that Seller cannot convey good and marketable title, the Purchaser(s) sole remedy in law or equity shall be limited to the refund of the deposit. Upon refund of the deposit, this sale shall be null and void and of no effect, and the Purchaser shall have no further claim against the Seller(s) or Auctioneers.

  • Xxxxx Title President Attest: /s/Txxxxx X. Xxxxx -------------------- ACME TELEVISION HOLDINGS OF UTAH, LLC By: ACME Television, LLC, its majority member By: ACME Intermediate Holdings, LLC, its majority member By: ACME Television Holdings, LLC, its majority member

  • Title to Transferred Assets From and including the Closing Date until such Servicing Rights Assets are transferred to Purchaser under Section 2.2, Seller shall be the sole holder and owner of the Servicing Rights Assets and shall have good and marketable title to the Servicing Rights Assets, free and clear of any Liens. Upon the sale of such Servicing Rights Assets pursuant to Section 2.2, Seller will transfer to Purchaser good and marketable title to the Servicing Rights Assets free and clear of any Liens. Seller is the sole holder and owner of the Rights to MSRs and the sale and delivery to Purchaser of the Rights to MSRs pursuant to the provisions of this Sale Supplement will transfer to Purchaser good and marketable title to the Rights to MSRs free and clear of any Liens.

  • Good Title to Property The Company and each of the Subsidiaries has good and valid title to all property (whether real or personal) described in the Registration Statement, the Disclosure Package and the Prospectus as being owned by each of them, in each case free and clear of all liens, claims, security interests, other encumbrances or defects except such as are described in the Registration Statement, the Disclosure Package and the Prospectus and those that would not, individually or in the aggregate materially and adversely affect the value of such property and do not materially and adversely interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries. All of the property described in the Registration Statement, the Disclosure Package and the Prospectus as being held under lease by the Company or a Subsidiary is held thereby under valid, subsisting and enforceable leases, without any liens, restrictions, encumbrances or claims, except those that, individually or in the aggregate, are not material and do not materially interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries.

  • Good Title Conveyed The stock certificates, stock powers, endorsements, assignments and other instruments being executed and delivered by the Seller to the Purchaser at or after Closing are and will be legal, valid and binding obligations of the Seller, enforceable in accordance with their respective terms, and will effectively vest in the Purchaser good, valid and marketable title to all the HD Commerce Shares to be transferred to the Purchaser pursuant to and as contemplated by this Agreement free and clear of all Encumbrances.

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