Common use of TITLE; AUTHORITY TO ASSIGN Clause in Contracts

TITLE; AUTHORITY TO ASSIGN. Contributor (i) owns good and marketable, legal and beneficial (except for holders of beneficial interests in the amounts payable with respect to such Contributed Interests who have no other rights with respect to those interests) title in and to its Contributed Interests which as of the Closing Date will be held free of liens, encumbrances, judgments, adverse interests, pledges or security interests, other than pledges of partnership interests to the Partnership or the other partners to secure a partner's obligations to meet capital calls or other obligations as set forth in the partnership agreement of the Partnership (or, in the case of Mendik 1740, Associates) (as to which no amounts are outstanding and no amounts will be outstanding as of the Closing Date), (ii) holds the entire right, title and interest in and to its Contributed Interests, and (iii) has the full right, power, capacity and authority to validly contribute and convey its Contributed Interests pursuant to this Agreement.

Appears in 1 contract

Sources: Agreement for Contribution of Interests (Vornado Realty Trust)

TITLE; AUTHORITY TO ASSIGN. Contributor Contributor (i) owns good and marketable, legal and beneficial (except for holders of beneficial interests in the amounts payable with respect to such Contributed Interests who have no other rights with respect to those interests) title in and to his, her or its Contributed Interests which as of the Closing Date will be held free of liens, encumbrances, judgments, adverse interests, pledges or security interests, other than pledges of partnership interests to the Partnership or the other partners to secure a partner's obligations to meet capital calls or other obligations as set forth in the partnership agreement of the Partnership (or, in the case of Mendik 1740, Associates) (as to which no amounts are outstanding and no amounts will be outstanding as of the Closing Date), (ii) holds the entire right, title and interest in and to his, her or its Contributed Interests, and (iii) has the full right, power, capacity and authority to validly contribute and convey his, her or its Contributed Interests pursuant to this Agreement.

Appears in 1 contract

Sources: Agreement for Contribution of Interests (Vornado Realty Trust)

TITLE; AUTHORITY TO ASSIGN. Contributor (i) owns good and marketable, legal and beneficial (except for holders of beneficial interests in the amounts payable with respect to such Contributed Interests who have no other rights with respect to those interests) title in and to his, her or its Contributed Interests which as of the Closing Date will be held free of any liens, encumbrances, judgments, adverse interests, pledges or security interests, other than pledges of partnership interests to the Partnership or the other partners to secure a partner's obligations to meet capital calls or other obligations as set forth in the partnership agreement of the Partnership (or, in the case of Mendik 1740, Associates) (as to which no amounts are outstanding and no amounts will be outstanding as of the Closing Date), (ii) holds the entire right, title and interest in and to his, her or its Contributed Interests, and (iii) has the full right, power, capacity and authority to validly contribute and convey his, her or its Contributed Interests pursuant to this Agreement.

Appears in 1 contract

Sources: Agreement for Contribution of Interests (Vornado Realty Trust)