Acquired Assets Complete Clause Samples
The "Acquired Assets Complete" clause defines the full scope of assets being transferred from the seller to the buyer in a transaction. It typically lists or references all tangible and intangible assets included in the sale, such as equipment, inventory, intellectual property, and contracts, ensuring nothing is omitted. This clause serves to clearly delineate what is and is not part of the acquisition, preventing future disputes over asset ownership and ensuring both parties have a mutual understanding of the transaction's boundaries.
Acquired Assets Complete. Except as set forth on Schedule 2.4 attached hereto, the Acquired Assets are, when utilized by a labor force substantially similar to those employed by the Company on the date hereof, adequate and complete to conduct the Business as currently conducted by the Company.
Acquired Assets Complete. 10 2.5. Financial Statements............................................ 10 2.6. Absence of Undisclosed Liabilities.............................. 11 2.7. Litigation...................................................... 11 2.8. Insurance....................................................... 11 2.9.
Acquired Assets Complete. The Acquired Assets constitute all of the properties and assets used or held for use in connection with the Business and the conduct of the Business as currently conducted, and include all properties, rights and assets necessary for the performance of any of the Contracts and to permit QDL to conduct the Business in all material respects as such Business is conducted on, and has been conducted prior to, the date of this Agreement.
Acquired Assets Complete. The Acquired Assets, when utilized with ------------------------ a labor force substantially similar to that currently employed by the Sellers, are adequate and sufficient to conduct the Business as currently conducted by the Sellers.
Acquired Assets Complete. The Acquired Assets, when utilized with a labor force substantially similar to that currently employed by the Seller and generic equipment and supplies
Acquired Assets Complete. The Acquired Assets are, when utilized by a labor force substantially similar to that currently employed by the Company, adequate to conduct the Purchased Business; and with respect to any and all assets used or useful in the Company's business that are leased from one or more of the Shareholders or an affiliate of any Shareholder(s) (all of which such assets are listed on Schedule 5.19 hereof), the Company has valid leases therefor (as listed in Schedule 1.1(f) hereto), and each such lease is at market rates and on other standard commercial terms.
Acquired Assets Complete. The Company has no agreements, leases, licenses or contracts that relate to the Business that are not being sold and validly assigned (subject to any required consents) as part of the Acquired Assets. All such agreements, leases, licenses and contracts, oral and written, are described on Schedule 2.4 attached hereto (the “Contracts”). The Company has in all respects performed all the obligations required to be performed to date and is not in default or alleged to be in default under any such Contract and, to the Company’s knowledge, there exists no event, condition or occurrence which after notice or lapse of time, or both, will constitute such default, except where such default would not have a material adverse effect on the Acquired Assets. Except as set forth on Schedule 2.4, all such Contracts are assignable to the Buyer without consent.
Acquired Assets Complete. The Assets are, when utilized by a labor force substantially similar to that employed by AEI or REP, as the case may be, on the date hereof adequate to conduct the business operations currently conducted by AEI or REP, as the case may be.
Acquired Assets Complete. 12 2.10. Intellectual Property......................................12 2.11. Inventory..................................................14 2.12.
Acquired Assets Complete. The Assets are, when utilized by a labor ------------------------ force substantially similar to that employed by MDI on the date hereof, adequate to conduct the business operations conducted by MDI on the date hereof.