Portfolio Property Clause Samples

The Portfolio Property clause defines the specific properties or assets that are included within a designated portfolio under an agreement. It typically lists or references the properties covered, such as real estate holdings, intellectual property, or other assets, and may set criteria for adding or removing items from the portfolio. This clause ensures clarity about which assets are subject to the terms of the agreement, thereby preventing disputes over coverage and facilitating effective management of the portfolio.
Portfolio Property. (a) Except as disclosed on Schedule 3.19 (a) (i) each member of the Seller Group has, with respect to each item of Portfolio Property, that such member of the Seller Group will be transferring to Purchaser and Purchaser Affiliates pursuant hereto, either (A) good and valid title to such Portfolio Property, free and clear of all Encumbrances other than Permitted Encumbrances, or (B) a valid first priority security interest on such Portfolio Property that is governed by or subject to a Financing Contract which has been duly perfected (including but not limited to pursuant to all appropriate Uniform Commercial Code filings); (ii) with respect to each item of Portfolio Property, the amount of the Original Equipment Cost with respect thereto is described accurately in the files of each member of the Seller Group that relate to such item of Portfolio Property in the same level of detail that such individual item of Portfolio Property is identified in the applicable Purchased Financing Contract; (iii) none of such Portfolio Property is a vessel, an aircraft or a vehicle; and (iv) no Person has an option to purchase any item of such Portfolio Property at the end of the lease term for a fixed amount less than the greater of (A) the Residual thereof or (B) the amount set forth in the Financing Contract covering such Portfolio Property. (b) Except as set forth on Schedule 3.19(b), to Seller's Knowledge, (i) all Portfolio Property has complied and now complies in all respects with all laws, statutes, ordinances, rules and regulations applicable to such Portfolio Property, except that Seller makes no representation as to whether the use of Portfolio Property by the Obligor complies with such laws, statutes, ordinances, rules and regulations; and (ii) each Financing Contract requires the Obligor thereunder (and not a member of the Seller Group or any other Person) to provide insurance against loss or damage with respect to the Portfolio Property subject to or governed by such Financing Contract. (c) Except for the Portfolio Property relating to Financing Contracts listed on Schedule 1.1O and as described on Schedule 3.19(a), the Seller Group through at least one of its members owns and has good title (and perfected title in jurisdictions that have a method of perfecting title in Portfolio Property) to all of the Portfolio Property related to the Purchased Financing Contracts, free and clear of all Encumbrances other than Permitted Encumbrances. No member of the Seller G...
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Portfolio Property. (a) (i) Finance Company has, with respect to each item of Portfolio Property, either (A) good and valid title to all Portfolio Property, free and clear of all Encumbrances, other than Permitted Encumbrances or (B) a valid, perfected first priority security interest to the extent perfection and priority can be established by filing or by noting such interest on a document of title; (ii) each item of Portfolio Property and the amount of the Residual with respect thereto is described accurately in the files of Finance Company which relate to such item of Portfolio Property; (iii) none of the Portfolio Property is a vessel, railcar or an aircraft; and (iv) no Person has an option to purchase any item of Portfolio Property for a fixed amount less than the greater of (A) the Residual thereof as reflected on the books and records of Finance Company or (B) the amount set forth in the Financing Contract covering such Portfolio Property. (i) At the time of origination of the applicable Financing Contract, all Portfolio Property complied in all material respects with all laws, statutes, ordinances, rules and regulations applicable to such Portfolio Property, except that Seller makes no representation as to whether the use of Portfolio Property by the Obligor complies with laws, statutes, ordinances, rules and regulations; and (ii) each Financing Contract requires the Obligor thereunder (and not Finance Company or any other Person) to provide insurance against loss or damage with respect to the Portfolio Property subject to or governed by such Financing Contract.
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Portfolio Property. 20 Section 6.12 Insurance.................................................................20 Section 6.13 Litigation................................................................21 Section 6.14 Compliance with Applicable Law............................................21 Section 6.15 Taxes.....................................................................22 Section 6.16 Environmental.............................................................23 Section 6.17 State Takeover Statutes...................................................24 Section 6.18 Proprietary Rights........................................................24
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Portfolio Property. Except as set forth on Schedule 3.20 or as would not have a Material Adverse Effect, (i) each Seller has, with respect to each item of Portfolio Property, either directly or indirectly, (A) good and valid title to such Portfolio Property, free and clear of all Liens other than Permitted Liens and the interests of obligors or purchasers under the applicable Loan and Lease Documents, or (B) a valid, perfected first priority security interest to the extent perfection and priority can be established by filing or by noting such interest on a document of title or UCC financing statement; and (ii) each item of Portfolio Property with respect thereto is described accurately in the files of such Seller. No Seller has acted, or failed to act, in a manner that would, to the Sellers’ Knowledge, materially alter or reduce any of its rights or benefits under any manufacturers’ or vendors’ warranties or guarantees relating to any Portfolio Property.
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Portfolio Property. Except as set forth on the Portfolio Property Schedule attached hereto or as would not have a Company Material Adverse Effect, (i) the Company or one of its Subsidiaries has, with respect to each item of Portfolio Property, either directly or indirectly, (A) good and valid title to such Portfolio Property (other than Portfolio Property which is Portfolio Property solely by virtue of the Company or one of its Subsidiaries having taken such Portfolio Property pursuant to a Credit Enhancement), free and clear of all Liens other than Permitted Liens and the interests of Obligors or purchasers under the Financing Contracts, or (B) a valid, perfected first priority security interest to the extent perfection and priority can be established by filing or by noting such interest on a document of title or UCC financing statement; and (ii) each item of Portfolio Property with respect thereto is described accurately in the files of the Company or its Subsidiaries. To the Company’s knowledge, the Company has not permitted the acquisition of any Portfolio Property, any interest in any Portfolio Property or the use of any Portfolio Property pursuant to any Financing Contract for personal, family or household or other consumer use. The Financing Contracts contain representations and warranties from the applicable lessee or obligor thereunder that the Portfolio Property subject to each such Financing Contract is not used for personal, family or household or other consumer use. Neither the Company nor any Subsidiary of the Company has acted, or failed to act, in a manner that would materially alter or reduce any of its rights or benefits under any manufacturers’ or vendors’ warranties or guarantees relating to any Portfolio Property.
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Related to Portfolio Property

  • Mortgaged Property The real property securing repayment of the debt evidenced by a Mortgage Note.

  • B8 Property Where the Client issues Property free of charge to the Contractor such Property shall be and remain the property of the Client and the Contractor irrevocably licences the Client and its agents to enter upon any premises of the Contractor during normal business hours on reasonable notice to recover any such Property. The Contractor shall not in any circumstances have a lien or any other interest on the Property and the Contractor shall at all times possess the Property as fiduciary agent and bailee of the Client. The Contractor shall take all reasonable steps to ensure that the title of the Client to the Property and the exclusion of any such lien or other interest are brought to the notice of all sub-contractors and other appropriate persons and shall, at the Client’s request, store the Property separately and ensure that it is clearly identifiable as belonging to the Client.

  • Qualified Property Applicant’s Qualified Property is described in Schedule 2.3, which is incorporated herein by reference. The Parties expressly agree that the location of the Qualified Property shall be within the Reinvestment Zone as set out in Schedule 2.1.

  • Partnership Property All property, real, personal, tangible, intangible, or mixed, acquired by or contributed to the Partnership shall be owned by the Partnership and titled in its name and such property shall not be owned individually by any Partner. Each Partner acknowledges and agrees that the System and all elements thereof, are the exclusive property of the Company and are not Partnership property. Each Partner acknowledges and agrees that the Proprietary Marks are the exclusive property of the Company and are not Partnership property. Each Partner acknowledges and agrees that the Partnership shall not acquire or own any land or buildings. Any land or buildings used in the Partnership business shall be acquired and owned by the Company or an Affiliate of the Company and leased to the Partnership at reasonable rates and terms, and such land and buildings shall not be Partnership property.

  • Real Property; Assets (a) Neither the Company nor any of its Subsidiaries currently owns any real property and, since January 1, 2014, have not owned any real property. (b) Section 4.17(b) of the Company Disclosure Letter sets forth as of the date hereof a true, correct and complete list of all leases, subleases, licenses, occupancy and other agreements under which the Company or any of its Subsidiaries uses or occupies or has the right to use or occupy, now or in the future, any real property (the “Real Property Leases”). The Company has heretofore made available to Parent true, correct and complete copies of all Real Property Leases (including all material modifications, amendments, supplements, waivers and side letters thereto). Each Real Property Lease is valid, binding and in full force and effect, all rent and other sums and charges payable by the Company or any of its Subsidiaries as tenants thereunder are current in all material respects. No termination event or condition or uncured default on the part of the Company or, if applicable, any of its Subsidiaries or, to the Knowledge of the Company, the landlord thereunder exists under any Real Property Lease, except as, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect. Except as would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect, and subject to the Enforceability Exceptions, the Company and each of its Subsidiaries have good and valid leasehold interests in each parcel of real property leased by them free and clear of all Liens, except Permitted Liens. Neither the Company nor any of its Subsidiaries has received written notice of any pending, and to the Knowledge of the Company, there is no threatened, condemnation with respect to any property leased pursuant to any of the Real Property leases. (c) The Company and its Subsidiaries have good and marketable title to all of the assets reflected as owned on the most recent balance sheet of the Company contained in the Company SEC Reports filed prior to the date hereof (except for properties or assets that have been sold or disposed of in the ordinary course of business consistent with past practice since the date of such balance sheet) free and clear of any Liens, except for Permitted Liens. All material items of equipment and other tangible assets owned by or leased to the Company and its Subsidiaries are adequate for the uses to which they are being put, are, in all material respects, in good operating condition and repair (ordinary wear and tear and ongoing maintenance excepted).