Permitted Real Property Liens has the meaning set forth in Section 3.12(a).
Permitted Real Property Liens means with respect to any Real Property (including any Gathering System Real Property), the Liens and other encumbrances described in clauses (a), (b), (c), (d), (e), (h), (i), (j), (k), (l), (u), (v), (w), (x), (z), (aa), (bb), (dd), (gg) or (hh) of Section 6.02.
Permitted Real Property Liens means (a) all Liens for Taxes, assessments, both general and special, and other governmental charges that are not yet due and payable and (b) all building codes, zoning ordinances, land use, environmental and other Laws.
Examples of Permitted Real Property Liens in a sentence
At Closing, Buyer will receive good and marketable title to all the Purchased Assets, free and clear of all Liens of any nature whatsoever except those described in Schedule 5.9(a) of the Disclosure Schedule and Permitted Real Property Liens which Buyer has agreed to assume.5.9(b) Condition.
At Closing, Buyer will receive good and marketable title to all the Purchased Assets, free and clear of all Liens, other than Permitted Real Property Liens or those which do not materially adversely effect the Business or the Purchased Assets.
More Definitions of Permitted Real Property Liens
Permitted Real Property Liens means (i) zoning, building and other similar restrictions imposed by Law but only to the extent that the same are not materially violated by any current use, occupancy or activity conducted by the business or operations of a party or by the assets thereof, and (ii) rights, interests, Liens or titles of, or through, a lessor or sublessor under any lease, sublease or other similar agreement related to real property.
Permitted Real Property Liens. Section 4.12.(a) "Personal Property Leases" - Section 1.2.(e) "Products" - Section 4.20 "Purchase Orders" - Section 1.2.(g) "Purchased Assets" - Section 1.2 "Purchase Price" - Section 3.1 "Real Property" - Section 4.12.(c) "Real Property Leases" - Section 1.2.(b) "Recent Business Balance Sheet" - Section 4.4 "Remediation" - Section 4.11.(c) "Requirement(s) of Environmental Law(s)" - Section 4.11.(c) "Sales Orders" - Section 1.2.(g) "Settlement Date" - Section 3.2.(c) "Trade Rights" - Section 1.2.(f) Where any group or category of items or matters is defined collectively in the plural number, any item or matter within such definition may be referred to using such defined term in the singular number.
Permitted Real Property Liens means (a) mechanics’, materialmen’s or similar Liens that are inchoate and not yet enforceable and relating to Liabilities that are not yet delinquent, or the validity of which is being contested in good faith by appropriate proceedings as permitted under the terms of applicable Leases and financing documents, and for which adequate reserves have been established and maintained in accordance with GAAP; (b) Liens that are not yet enforceable for current real property Taxes and assessments not delinquent, or the validity of which is being contested in good faith by appropriate proceedings as permitted under the terms of applicable Leases and financing documents, and for which adequate reserves have been established and maintained in accordance with GAAP; and (c) other liens, easements, encumbrances, covenants, conditions and restrictions of record that are disclosed in the title insurance policies or reports and real property surveys as set forth on Section 1.1 of the Seller Disclosure Letter that, to Seller’s Knowledge, do not individually or in the aggregate adversely affect in a material respect the conduct or operation of the Business; (d) zoning and other land use Laws, and the use permits (including conditional use permits), zoning variances, and Governmental Licenses and Rights set forth on Section 4.7(k) of the Seller Disclosure Letter; (e) Third Party Leases (to the extent of the leasehold interest granted to the third party lessee pursuant to such Third Party Lease); and (f) Liens in respect of the Credit Agreement and other Indebtedness to the extent that such Liens are disclosed in Section 1.1 of the Seller Disclosure Letter; provided that Liens in respect of the Credit Agreement shall not be Permitted Real Property Liens as of or following the Closing if Purchaser has taken all necessary actions to cause and enable the Companies to satisfy all of their obligations, including repaying all outstanding amounts, under the Credit Agreement as of the Closing.
Permitted Real Property Liens means (a) liens reflected in Schedule 3.14, (b) liens consisting of zoning or planning restrictions, easements and other customary restrictions or limitations on the use of real property or other liens of record, in each case which do not materially (individually or in the aggregate) detract from the value of, or impair the use of, such property by the Company in the operation of its business, and (c) liens for current taxes, assessments or governmental charges or levies on property not yet due and payable. For purposes of this Agreement, "Fee Property" shall mean all real property owned in whole or in part by the Company. Schedule 3.14 contains an accurate and complete list of all Fee Property owned in whole or in part by the Company and includes the name of the record title holder thereof and a list of all indebtedness secured by a lien, mortgage or deed of trust thereon. The Company has good, valid, marketable and insurable title in fee simple to all the Fee Property, free and clear of all encumbrances, liens, charges or other restrictions of any kind or character, except for Permitted Real Property Liens.
Permitted Real Property Liens means Liens that are (i) claims of mechanics, carriers, workmen, repairmen or other similar Liens arising or incurred in the ordinary course of business or which are being contested in good faith, (ii) pending condemnations, (iii) for taxes, assessments or other governmental charges not yet due and payable or which are being contested in good faith, (iv) statutory Liens of landlords and mortgagees of landlords, (v) leases or subleases granted to others, (vi) in the case of leasehold interests, Liens, if any, on the fee estate in the property subject to the lease, (vii) zoning, building or other similar governmental restrictions or (viii) easements, covenants, rights of way or other similar restrictions or other imperfections of title (provided that the items described in clauses (i) through (viii) are insured over pursuant to a title insurance policy or do not in any case or in the aggregate materially impair the market value of, such Material Owned Properties taken as a whole).
Permitted Real Property Liens as defined in Section 4.1.10(a)(i).
Permitted Real Property Liens means with respect to each parcel of Owned Real Property (i) real estate taxes, assessments and other governmental levies, fees or charges imposed with respect to such parcel which are not yet due and payable as of the Closing Date or that are being diligently contested in good faith by appropriate proceedings and for which adequate reserves according to GAAP, if required, have been established; (ii) mechanics’, landlord’s, carriers’, workmens’, repairmens’ or contractors’ Liens with respect to such parcel incurred in the ordinary course of business for amounts which are not delinquent and would not, individually or in the aggregate, be material (or any other Liens against which the Company Group’s title insurer shall be prepared to insure over at no cost to Purchaser and without reliance on any affidavits, indemnities or other undertakings from the Company Group); (iii) zoning, building and other land use laws imposed by any Governmental Authority having jurisdiction over such parcel (but not the violation of any such laws); (iv) easements, covenants, conditions, restrictions and other similar matters of record affecting title to such parcel which, individually or in the aggregate, do not interfere with the operation of the Business and do not materially impair the use, occupancy or value of such parcel; and (v) matters which would be disclosed on an accurate survey which, individually or in the aggregate, do not interfere with the operation of the Business and do not materially impair the use, occupancy or value of such parcel.