Title; Encumbrances Sample Clauses
The "Title; Encumbrances" clause defines the seller's obligation to provide the buyer with clear and marketable ownership of the property, free from any legal claims, liens, or other encumbrances unless otherwise disclosed. In practice, this means the seller must resolve any outstanding mortgages, easements, or judgments that could affect the buyer's use or ownership of the property before closing. This clause ensures that the buyer receives a property with a clean title, minimizing the risk of future disputes or financial liabilities related to prior claims.
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Title; Encumbrances. Is the Property sold subject to any Encumbrances? No Yes, listed below: ■ WARNING TO SELLER: You are required to disclose all Title Encumbrances which will remain after settlement (for example, easements on your title and statutory easements for sewerage and drainage which may not appear on a title search). Failure to disclose these may entitle the Buyer to terminate the contract or to compensation. It is NOT sufficient to state "refer to title", "search will reveal", or similar. TENANTS NAME: ■ If the property is sold with vacant possession from settlement, insert 'Nil'. Otherwise complete details from Residential Tenancy Agreement. TERM AND OPTIONS: STARTING DATE OF TERM: ENDING DATE OF TERM: RENT: BOND: $ $ PROPERTY MANAGER: ADDRESS: SUBURB: STATE: POSTCODE: PHONE: FAX: MOBILE: EMAIL:
Title; Encumbrances. Except as described on Schedule 4.24, Seller is not in default under any of its material obligations under any recorded agreement, easement or instrument encumbering title to the Property, and Seller has no Knowledge of any material default on the part of any other party thereto.
Title; Encumbrances. Pfenex Controls the Patents listed on Exhibit A and other intellectual property rights within the Pfenex IP, free and clear from any mortgages, pledges, liens, security interests, conditional and installment sale agreements, and, to Pfenex’s knowledge, other encumbrances, charges or claims of any kind, subject to the terms and conditions of the Third Party Agreements. Pfenex has the full and legal rights and authority to license to Jazz the Pfenex IP for the purposes expressly provided in this Agreement.
Title; Encumbrances. With respect to the Existing Properties, the Borrower or any Material Subsidiary, as the case may be, has (i) good and marketable fee simple title to the Real Property (other than for Real Property subject to a ground lease, as to which it has a valid leasehold interest) and (ii) good and marketable title to the Personal Property (other than Personal Property for any Hotel Property for which the Property Owner has a valid leasehold interest) free and clear of all Liens, and there exists no Liens or other charges against such Property or leasehold interest or any of the real or personal, tangible or intangible, Property of the Borrower or any Material Subsidiary (including without limitation statutory and other Liens of mechanics, workers, contractors, subcontractors, suppliers, taxing authorities and others; provided that certain Capital Expenditures have been made to the Hotel Properties prior to the Effective Date for which the payment is not past due), except (A) Permitted Encumbrances and (B) the Personal Property (plus any replacements thereof) owned by the participating lessee for such Existing Property.
Title; Encumbrances. Is the Property sold subject to any Encumbrances? No Yes, listed below: ��WARNING TO SELLER: You are
Title; Encumbrances. Is the Property sold subject to any Encumbrances? No Yes, listed below: ■ WARNING TO SELLER: You are required to disclose all Title Encumbrances which will remain after settlement (for example, easements on your title in favour of other land and statutory easements for sewerage and drainage which may not appear on a title search). Failure to disclose these may entitle the Buyer to terminate the contract or to compensation. It is NOT sufficient to state "refer to title", "search will reveal", or similar.
Title; Encumbrances. SELLER CONVEYS THE PROPERTY TO PURCHASER SUBJECT TO THE PERMITTED ENCUMBRANCES (AS DEFINED IN SECTION 5.6.1(b)), ALL ROYALTIES, OVERRIDING ROYALTIES, BURDENS, ENCUMBRANCES, AND SURFACE RIGHTS, AND WARRANTS TITLE TO THE LEASES, BUT ONLY AS TO THE PRODUCING FORMATIONS IN THE INDIVIDUAL PROPERTIES, AGAINST ALL CLAIMS ARISING BY, THROUGH AND UNDER SELLER, BUT NOT OTHERWISE. NOTWITHSTANDING THE FOREGOING, SELLER EXPRESSLY DISCLAIMS, AND PURCHASER HEREBY WAIVES, ALL WARRANTIES AND REPRESENTATIONS THAT ANY OF THE LEASES IS VALID AND HAS NOT BEEN FORFEITED OR OTHERWISE LOST BY OPERATION OF THE TERMS OF THE LEASE. FURTHERMORE, WITH RESPECT TO THE EASEMENTS, RIGHTS-OF-WAY AND PERMITS FOR THE PIPELINES AND WATER MANAGEMENT FACILITIES COMPRISING A PART OF THE PROPERTY, SELLER EXPRESSLY DISCLAIMS, AND PURCHASER HEREBY WAIVES, ALL WARRANTIES AND REPRESENTATIONS THAT SELLER OWNS THE EASEMENTS, RIGHTS-OF-WAY AND PERMITS; THAT THEY ARE IN FORCE AND EFFECT; THAT THEY MAY BE ASSIGNED; THAT THEY ARE CONTIGUOUS; THAT SELLER IS IN COMPLIANCE WITH THE TERMS OF THE EASEMENTS, RIGHTS-OF-WAY AND PERMITS; THAT THE PIPELINES AND WATER MANAGEMENT FACILITIES LIE WITHIN THE EASEMENTS, RIGHTS-OF-WAY AND PERMITS; OR THAT THEY GRANT THE RIGHT TO LAY, MAINTAIN, REPAIR, REPLACE, OPERATE, CONSTRUCT, OR REMOVE THE PIPELINES AND WATER MANAGEMENT FACILITIES. SELLER EXPRESSLY DISCLAIMS, AND PURCHASER HEREBY WAIVES, ALL WARRANTIES AND REPRESENTATIONS THAT THERE ARE ANY EASEMENTS, RIGHTS-OF-WAY, OR PERMITS IN FORCE AND EFFECT WITH RESPECT TO THE PIPELINES AND WATER MANAGEMENT FACILITIES. If necessary, PURCHASER shall secure its own rights to operate and maintain the pipelines and Water Management Facilities on the lands of others at its own expense.
Title; Encumbrances. The Manager shall conduct such title examinations and cure such title defects as may be advisable in the Manager's reasonable judgment, and keep the Assets free and clear of Encumbrances, except for Permitted Encumbrances.
Title; Encumbrances. (a) Project Co shall perform all obligations under the Title Encumbrances for or on behalf of Contracting Authority, other than:
(i) obligations under any Title Encumbrance which Project Co is not legally capable of performing for or on behalf of Contracting Authority (including, for clarity, any and all obligations under the Contracting Authority Mortgages);
(ii) obligations under any Title Encumbrance added after the date of this Project Agreement unless such obligations are provided in the Output Specifications as obligations of Project Co or the Parties agree that such obligations are obligations of Project Co;
(iii) obligations under any Title Encumbrance which the applicable Governmental Authority may formally relieve or waive, with the consent of Contracting Authority, with respect to any Development Approval; and
(iv) obligations under the Title Encumbrances that Appendix “A” – Permits, Licences, Approvals and Agreements of Schedule 1 – Definitions and Interpretation provide for Contracting Authority performing.
(b) All Works performed by or on behalf of Project Co shall be performed in a manner which does not breach the Title Encumbrances or any of the Development Approvals.
(c) Subject to Encumbrances that Project Co shall remove pursuant to Section 17.2 and Section 17.3, the performance of the Works shall not give rise to a right for any person to obtain title to or any interest in the Lands, the Facility or the Existing Facilities or any part of it or them, except in accordance with the terms of this Project Agreement.
Title; Encumbrances. Seller has exclusive, good, valid and marketable title to all of the Purchased Assets and full right and power to sell, convey, assign, transfer and deliver such title to Buyer, in each case free and clear from any and all Encumbrances, except with respect to any Permitted Encumbrance.