Title to and Location of Property Clause Samples
The "Title to and Location of Property" clause establishes who holds legal ownership of specific property and where that property is physically situated during the term of an agreement. Typically, this clause will specify whether the seller or buyer retains title to goods until certain conditions are met, such as payment or delivery, and may require the property to remain at a designated location unless otherwise agreed. Its core function is to clarify ownership rights and responsibilities, reducing the risk of disputes over possession, loss, or damage during the transaction.
Title to and Location of Property. As of the Closing Date, except as set forth in Schedule 4.7, Borrower and its Subsidiaries have valid title to the Property (other than assets which are the subject of a Capital Lease Obligation) reflected in the financial statements described in Section 4.5, other than items of Property or exceptions to title which are in each case immaterial and Property subsequently sold or disposed of in the ordinary course of business. Such Property is free and clear of all Liens and Rights of Others, other than Liens or Rights of Others described in Schedule 4.7 and Permitted Encumbrances, other encumbrances permitted pursuant to Section 6.9, and Permitted Rights of Others.
Title to and Location of Property. Borrower and its Subsidiaries have valid title to the Property, including all Equipment, as reflected in the balance sheet described in Section 5.6, other than items of Property or exceptions to title which are in each case immaterial and Property subsequently sold or disposed of in the ordinary course of business. Such Property is free and clear of all Liens and Rights of Others, other than those described in Schedule 5.7 and Permitted Liens and Permitted Rights of Others.
Title to and Location of Property. As of the Closing Date, Borrower has good and valid title to all the Property reflected in the financial statements described in Section 5.6 other than assets owned by the WNBA Subsidiary and immaterial items of Property subsequently sold or disposed of in the ordinary course of business, free and clear of all Liens and Rights of Others, other than as set forth in Schedule 7.8, provided that title to the real property comprising a portion of Mohegan Sun is held by the United States in trust on behalf of the Tribe.
Title to and Location of Property. Borrower and its Subsidiaries have good and valid title to all the Property reflected in the financial statements described in Section 4.5, other than Property subsequently sold in the ordinary course of business, free and clear of all Liens and Rights of Others other than Liens or Rights of Others permitted pursuant to Section 6.7. Schedule 4.7 hereto sets forth the street address for all material interests in real Property owned or held by Borrower or any of its Subsidiaries.
Title to and Location of Property. 8.1.11.1 Each Obligor has good and marketable title in fee simple to, or valid leasehold title under valid and enforceable Real Property Leases to, all of its Real Property, which title is free and clear of all Liens except for Permitted Liens, and each Obligor owns or leases all Real Property used in connection with its Business. Schedule 8.1.11.1, together with any Replacement Schedule, sets out a complete and accurate list of all leased, subleased or owned Real Property of the Obligors, including correct legal descriptions and a list of all Real Property Leases to which any Obligor is a party.
8.1.11.2 Each Obligor owns, or leases under valid and enforceable Operating Leases or Capital Leases, its personal Property free and clear of all Liens except for Permitted Liens, and owns or leases all personal Property used or acquired in connection with its Business. Schedule 8.1.11.2, together with any Replacement Schedule, sets out a complete and accurate list of all Operating Leases and Capital Leases with respect to each Obligor’s personal Property and sets out the locations of each Obligor’s personal Property.
8.1.11.3 All of the tangible personal Property of the Obligors having an individual book value in excess of $200,000 is located in Weehawken, New Jersey.
Title to and Location of Property. Borrower and its Subsidiaries have valid title to the Property (other than assets which are the subject of a Capital Lease Obligation) reflected in the balance sheet described in Section 4.5(b), other than items of Property or exceptions to title which are in each case immaterial and Property subsequently sold or disposed of in the ordinary course of business. Such Property is free and clear of all Liens and Rights of Others, other than Liens or Rights of Others described in Schedule 4.7A and Permitted Encumbrances and Permitted Rights of Others. All Property of Borrower and its Subsidiaries is located at one of the locations described in Schedule 4.7B.
Title to and Location of Property. Title to each item of Property leased hereunder shall remain with the Lessor at all times and Lessee shall have no right, title or interest therein except as expressly set forth in this Lease. Lessee, at its expense, will protect and defend ▇▇▇▇▇▇'s title to the Property and will keep the Property free and clear from any and all claims, liens, encumbrances and legal processes of ▇▇▇▇▇▇'s creditors and other persons. All items of Property shall at all times be and remain personal property notwithstanding that any such Property may now or hereafter be affixed to realty. The Property shall be delivered to the location specified in the Schedule with respect thereto and shall not thereafter be moved from such location without the prior written consent of Lessor. Without limitation of the foregoing, Lessee shall not permit the Property or any part thereof to be removed outside the United States. ▇▇▇▇▇▇ agrees to affix to each item of Property, in a reasonably prominent place, such indicia of ▇▇▇▇▇▇'s ownership if requested and supplied by Lessor. Lessee will not alter, deface, cover or remove such ownership identification.
Title to and Location of Property. Borrower and its Subsidiaries have --------------------------------- good and valid title to all the Property reflected in the balance sheet described in Section 4.5(b), other than Property subsequently sold or disposed of in the ordinary course of business, free and clear of all Liens and Rights of Others, other than (i) Liens and Rights of Others ---------- permitted by Section 6.8. --- 4.8
Title to and Location of Property. Borrower and its Subsidiaries have valid title to the Property (other than assets which are the subject of a Capital Lease Obligation) reflected in the balance sheet described in Section 4.5(c), other than (a) items of Property or exceptions to title which are in each case immaterial and Property subsequently sold or disposed of in the ordinary course of business and (b) uranium inventory owned by customers of Borrower or its Subsidiaries for which a corresponding liability in favor of such customers is reflected in such balance sheet. Such Property is free and clear of all Liens and Rights of Others, other than Liens or Rights of Others described in Schedule 4.7 and Permitted Encumbrances and Permitted Rights of Others.
Title to and Location of Property. Borrower and its Subsidiaries have valid title to the Property (other than assets which are the subject of a Capital Lease Obligation) reflected in the balance sheet included in the financial statements described in Section 4.5(b), other than items of Property or exceptions to title which are in each case immaterial and Property subsequently sold or disposed of in the ordinary course of business (or otherwise disposed of in a manner permitted by this Agreement). Such Property is free and clear of all Liens and Rights of Others, other than Liens or Rights of Others described in Schedule 4.7A and Permitted Encumbrances, other encumbrances permitted pursuant to Section 6.9, and Permitted Rights of Others. All Property of Borrower and its Subsidiaries is located at one of the locations described in Schedule 4.7B or at such other locations within the United States of America as Borrower and/or its Subsidiaries, subsequent to the Closing Date, shall move such Property (other than deposit (whether a demand, time, savings, passbook or similar account) and investment accounts) and shall have notified Administrative Agent in writing prior to any such move. Schedule 4.7B sets forth (a) all office, warehouse and manufacturing and other space of Borrower and its Subsidiaries where any Property of Borrower or any of its Subsidiaries is located and (b) all deposit (whether a demand, time, savings, passbook or similar account) and investment accounts of Borrower and its Subsidiaries, identifying such account by account number, type, location of depositary institution and applicable owner thereof.