Title of Assets. The property and assets ("other than leased assets") of the Borrower are beneficially owned by it, with good and marketable title thereto, free and clear of any mortgages, charges, pledges, assignments, liens, security interests or encumbrances whatsoever other than those set out in Schedule "C" hereto, being permitted encumbrances.
Title of Assets. Indebtedness. From and as of the date of this Agreement, the Company shall (i) except for sales of assets held as inventory, if any, in the ordinary course of business and except as otherwise specifically described in the Disclosure Schedules to this Agreement, have good and valid title to all of its assets free and clear of all encumbrances of any nature whatsoever, except for current year ad valorem taxes and liens which arise by operation of law, and (ii) have no direct or indirect indebtedness except for indebtedness disclosed in the Company's financial statements, the Disclosure Schedules or normal and recurring accrued obligations of the Company arising in connection with its business operations in the ordinary course of business and which arise from the purchase of merchandise, supplies, inventory and services used in connection with the provision of services. Notwithstanding any other provision in this Agreement to the contrary, from and as of the date of this Agreement, the Company shall not incur any single expense or indebtedness in excess of $50,000 without the prior written consent of the Purchaser, except for expenses or indebtedness incurred in the ordinary course of business consistent with historic practices of the Company.
Title of Assets. Assets held in any Investment Management Account or Custodial Account shall be held in the name of Client unless Client shall notify Investment Manager in writing of a nominee in whose name such assets are to be held. Client hereby agrees to execute such instruments, assignments, powers or other documents as are in the opinion of Investment Manager necessary to effect such titling.
Title of Assets. The Company and each Subsidiary owns and has good and valid title to all assets purported to be owned by it. All of said assets are owned by the Company or the Subsidiary free and clear of any liens or other Encumbrances.
Title of Assets. The Reinsurer, prior to depositing assets with the Trustee, shall execute all assignments and endorsements in blank, and transfer legal title to the Trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the Trustee upon direction of the Company, may whenever necessary negotiate any such assets without consent or signature from the Reinsurer or any other entity.
Title of Assets. Each Company Party is the sole, true and lawful owner of the assets owned by it, free and clear of any liens, pledge, hypothecation, levy, mortgage, deed of trust, security interest, claim, lease, option, right of first refusal or easement or other real estate declaration, covenant, condition, restriction under any shareholder or similar agreement, encumbrance or any other restriction or limitation whatsoever (a "Lien") except for any Lien granted in favor of Parent pursuant to the Convertible Note. Such assets constitute all of the assets necessary to continue the business of the Company Parties in the manner it is being conducted.
Title of Assets. Seller or an Affiliate of Seller has, or as of the Closing Date will have, good and valid title to all the Acquired Assets, except, in the case of the Acquired Assets set forth in clauses (iii) and (iv) of Section 1.2(a), those sold or otherwise disposed of in the ordinary course of business consistent with past practices and not in violation of this Agreement, in each case free and clear of all Liens, other than Permitted Liens. This Section 2.6 does not relate to Intellectual Property, which is the subject of Section 2.7.
Title of Assets. Seller has good and marketable title to the Assets, free and clear of all liens, encumbrances and security interests.
Title of Assets. 16.1 CONTRACTOR’s physical assets, which are acquired for purposes of the Petroleum Operations, shall become the property of MOGE, and shall be cost recoverable by CONTRACTOR pursuant to Section 9, upon importation into Myanmar or upon acquisition in Myanmar. Data, information, reports and samples acquired or prepared by CONTRACTOR for the Petroleum Operations shall become the property of MOGE, and shall be cost recoverable by CONTRACTOR pursuant to Section 9, when acquired or prepared.
Title of Assets. The Purchased Assets are owned by the Seller by good and marketable title thereto, free and clear of all Liens or of any rights or privileges capable of becoming Liens, except statutory liens, if any, none of which prevent in any material way the use of any of the Purchased Assets excluding those debts and liens assumed by Purchaser as indicated in Addendum C hereto. The Seller represents and warrants to the Purchaser that, to the best of its knowledge, there are no such Liens. The Seller further undertakes, at its sole cost and expense, to free all of the Purchased Assets of all such Liens within a period of 30 days of becoming aware thereof. All notices of violations issued by any governmental instrumentality having jurisdiction against or affecting any of the immovables and improvements have been materially complied with. No use of any immovables and improvements is dependent upon the continuance of a non-conforming use or a special permit or license. No condemnation or taking by public authority of any immovables owned by the Seller is pending or, to the best of the Seller’s knowledge, threatened. The Seller owns no assets reflected in the Financial Statements that have been disposed of since the date thereof, other than those which have been sold or otherwise disposed of in the ordinary and normal course of the routine daily affairs of business.
