Charges and Encumbrances definition

Charges and Encumbrances means any charge, claim, encumbrance, ancillary obligation, option, warrant, retrospective right of acquisition, retention of title, third-party right, including preemptive rights of acquisition, transfer restriction, or rights in favor of a person other than the Licensor.
Sample 1
Charges and Encumbrances means any lien, charge, pledge, security interest, claim, encumbrance, ancillary obligation, option, retrospective right of acquisition, retention of title, pooling agreement, third-party right, including preemptive rights of acquisition or transfer, or restrictions (including pursuant to Applicable Law) on the transferability of the Shares (or any Parent Shares to be issued pursuant to this Agreement) of any kind, whether arising by agreement, operation of law or otherwise.
Sample 1

Examples of Charges and Encumbrances in a sentence

  • Liens, Charges and Encumbrances Contractor shall, and shall procure that all other members of Contractor Group shall, protect and hold all property of Company Group free from all liens, charges or other encumbrances in connection with this MSA.

  • If the Town decides to pursue this Program, funding for project implementation would be recommended for May 2017 Town Meeting.

  • Charges and encumbrances In the Entry D00002 of the Charges and Encumbrances item, there is a registered Affectation in Use in favor of the Ministry of Education - MINEDU.

  • The proposed ARIO provides that the Charges and Encumbrances, as among them, shall be as follows:First – the Administration Charge (to the maximum amount of $750,000); Second – the D&O Charge (to the maximum amount of $250,000);Third – the CRA Priority Payables; and Fourth – the DIP Lender’s Charge.

  • Subject to the terms and conditions of this Agreement, each Seller hereby sells and transfers to the Purchaser, and the Purchaser hereby purchases and acquires from each Seller (in consideration of the portion of the Purchase Price payable to 25 such Seller in accordance with Section 3.2) such Seller’s Shares, free and clear from any Charges and Encumbrances other than Permitted Charges and Encumbrances.

  • Charges and Encumbrances: There are no Encumbrances of whatever nature, on the Property or Assets, except the charge created/to be created in favour of PNBHFL.

  • The Companies Intellectual Property is valid and subsisting and the Companies are the exclusive owners of, and enjoy all rights of ownership with respect to the Companies Intellectual Property, free and clear of any Charges and Encumbrances, and no royalties, honoraria or fees are payable by the Companies to other Persons by reason of the ownership or use of the Companies Intellectual Property.

  • The Priority of the Charges and Encumbrances, As Among Them, Should be Approved 97.

  • There are no Charges and Encumbrances for unpaid Taxes on the assets of any of the Companies.

Related to Charges and Encumbrances

  • Encumbrances means any mortgages, pledges, liens, security interests, conditional and installment sale agreements, activity and use limitations, conservation easements, deed restrictions, encumbrances and charges of any kind.

  • Permitted Encumbrances means:

  • Liens means a lien, charge, pledge, security interest, encumbrance, right of first refusal, preemptive right or other restriction.

  • Permitted Encumbrance means, with respect to any Mortgaged Property, such exceptions to title as are set forth in the Mortgage Policy delivered with respect thereto, all of which exceptions must be acceptable to the Administrative Agent in its reasonable discretion.

  • Permitted Real Property Encumbrances means (i) those liens, encumbrances and other matters affecting title to any Mortgaged Property listed in the applicable title policy in respect thereof (or any update thereto) and found, on the date of delivery of such title policy to the Administrative Agent in accordance with the terms hereof, reasonably acceptable by the Administrative Agent, (ii) as to any particular real property at any time, such easements, encroachments, covenants, restrictions, rights of way, minor defects, irregularities or encumbrances on title which do not, in the reasonable opinion of the Administrative Agent, materially impair such real property for the purpose for which it is held by the mortgagor or owner, as the case may be, thereof, or the Lien held by the Administrative Agent, (iii) municipal and zoning laws, regulations, codes and ordinances, which are not violated in any material respect by the existing improvements and the present use made by the mortgagor or owner, as the case may be, of such real property, (iv) general real estate taxes and assessments not yet delinquent, and (v) such other items as the Administrative Agent may consent to.

  • Blanket encumbrance means a trust deed or mortgage or any other lien or encumbrance,

  • Security Interests means the security interests granted pursuant to Section 2, as well as all other security interests created or assigned as additional security for the Secured Obligations pursuant to the provisions of this Agreement.

  • Charges shall have the meaning assigned to such term in Section 9.09.

  • Assessments means Claims of Her Majesty the Queen in Right of Canada or of any province or territory or municipality or any other Taxing Authority in any Canadian or foreign jurisdiction, including amounts which may arise or have arisen under any notice of assessment, notice of objection, notice of reassessment, notice of appeal, audit, investigation, demand or similar request from any Taxing Authority;

  • Permitted Liens means, with respect to any Person:

  • Encumbrance means any charge, claim, community property interest, pledge, condition, equitable interest, lien (statutory or other), option, security interest, mortgage, easement, encroachment, right of way, right of first refusal, or restriction of any kind, including any restriction on use, voting, transfer, receipt of income or exercise of any other attribute of ownership.

  • Purchase Money Security Interest means Liens upon tangible personal property securing loans to any Loan Party or Subsidiary of a Loan Party or deferred payments by such Loan Party or Subsidiary for the purchase of such tangible personal property. Purchasing Bank shall mean a Bank which becomes a party to this Agreement by executing an Assignment and Assumption Agreement.

  • Real Property Interests means all interests in Owned Real Property and Leased Real Property, including fee estates, leaseholds and subleaseholds, purchase options, easements, licenses, rights to access, and rights of way, and all buildings and other improvements thereon and appurtenant thereto, owned or held by Sellers that are used in the business or operations of the Stations, together with any additions, substitutions and replacements thereof and thereto between the date of this Agreement and the Closing Date, but excluding the Excluded Real Property Interests.

  • Lien means, with respect to any asset, any mortgage, lien, pledge, charge, security interest or encumbrance of any kind in respect of such asset, whether or not filed, recorded or otherwise perfected under applicable law, including any conditional sale or other title retention agreement, any lease in the nature thereof, any option or other agreement to sell or give a security interest in and any filing of or agreement to give any financing statement under the Uniform Commercial Code (or equivalent statutes) of any jurisdiction.

  • Hire Charges means the rates and charges payable by You for the hire of the Equipment.

  • Secured Assets means all of the assets now owned or hereafter acquired by the Credit Parties that are now or hereafter charged or intended to be charged by any of the Security Documents;

  • Permitted Security Interests means (i) any Security Interest for taxes, assessments or governmental charges or levies which relate to obligations not yet due and delinquent, (ii) easements, servitudes, encroachments and other minor imperfections of title which do not, individually or in the aggregate, detract from the value of or impair the use or marketability of any real property, and (iii) undetermined or inchoate Security Interests arising or potentially arising under statutory provisions which have not at the relevant time been filed or registered in accordance with applicable laws or of which written notice has not been given in accordance with applicable laws;

  • Prior Security Interest means a valid and enforceable perfected first-priority security interest under the Uniform Commercial Code in the Collateral which is subject only to statutory Liens for taxes not yet due and payable or Purchase Money Security Interests.

  • Levies means an amount in respect of Body Corporate levies, an estimate of which described in clause 6;

  • Permitted Security Interest means any Security Interest:

  • Purchase Money Liens means Liens incurred in connection with the acquisition of any asset; provided that (i) each such Lien shall attach only to the asset to be acquired, (ii) a description of the asset so acquired is furnished to the other Party, and (iii) the indebtedness incurred in connection with such acquisitions shall not individually exceed $3,000 or in the aggregate exceed $15,000.

  • Charged Property means all of the assets of the Obligors which from time to time are, or are expressed to be, the subject of the Transaction Security.

  • Permitted Right of Others means a Right of Others consisting of (a) an interest (other than a legal or equitable co-ownership interest, an option or right to acquire a legal or equitable co-ownership interest and any interest of a ground lessor under a ground lease), that does not materially impair the fair market value or use of Property for the purposes for which it is or may reasonably be expected to be held, (b) an option or right to acquire a Lien that would be a Permitted Encumbrance or other encumbrance permitted pursuant to Section 6.9, (c) the subordination of a lease or sublease in favor of a financing entity and (d) a license, or similar right, of or to Intangible Assets or other similar Property granted in the ordinary course of business.

  • Pledged Property means all Pledged Notes, Pledged Interests, Pledged Shares, all assignments of any amounts due or to become due with respect to the Pledged Interests or the Pledged Shares, all other instruments which are now being delivered by any Grantor to the Administrative Agent or may from time to time hereafter be delivered by any Grantor to the Administrative Agent for the purpose of pledging under this Security Agreement or any other Credit Document, and all proceeds of any of the foregoing.

  • Real Property Security Documents means the Landlord Consent and any mortgage or deed of trust or any other real property security document executed or required hereunder to be executed by any Obligor and granting a security interest in real Property owned or leased (as tenant) by any Obligor in favor of the Lenders.

  • Mortgages means, individually and collectively, one or more mortgages, deeds of trust, or deeds to secure debt, executed and delivered by Parent or its Subsidiaries in favor of Agent, in form and substance reasonably satisfactory to Agent, that encumber the Real Property Collateral.