Title to Properties; Liens and Encumbrances. The Acquiror has good and valid title in all property and assets recorded on the Acquiror Financial Statements, free from all mortgages, pledges, liens, security interests, conditional sale agreements, encumbrances or charges, except: (a) as would not have an Acquiror Material Adverse Effect; (b) as shown on the Acquiror Financial Statements or footnotes thereto; or (c) tax, materialmen’s or like liens for obligations not yet due or payable or being contested in good faith by appropriate proceedings. The Acquiror owns or has adequate rights to use all such properties or assets as are necessary to its operations as now conducted.
Appears in 4 contracts
Samples: Agreement and Plan of Acquisition (Reac Group, Inc.), Agreement and Plan of Share Exchange Agreement (Reac Group, Inc.), Definitive Agreement and Plan of Merger and Reorganization (Reac Group, Inc.)
Title to Properties; Liens and Encumbrances. The Acquiror Buyer has good and valid title in all property and assets recorded on the Acquiror Buyer Financial Statements, free from all mortgages, pledges, liens, security interests, conditional sale agreements, encumbrances or charges, except: (a) as would not have an Acquiror Buyer Material Adverse Effect; (b) as shown on the Acquiror Buyer Financial Statements or footnotes thereto; or (c) tax, materialmen’s or like liens for obligations not yet due or payable or being contested in good faith by appropriate proceedings. The Acquiror Buyer owns or has adequate rights to use all such properties or assets as are necessary to its operations as now conducted.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Healthtech Solutions, Inc./Ut)
