Assets Generally. Seller holds good and marketable title, license to or leasehold interest in all of the Acquired Assets and has the complete and unrestricted power and the unqualified right to sell, assign and deliver the Acquired Assets to Buyer. Upon consummation of the transactions contemplated by this Agreement, Buyer will acquire good and marketable title, license or leasehold interest to the Acquired Assets free and clear of any encumbrances and there exists no restriction on the use or transfer of the Acquired Assets. No Person other than Seller has any right or interest in the Acquired Assets, including the right to grant interests in the Acquired Assets to third parties.
Assets Generally. (a) The Purchased Assets include all properties, tangible and intangible, and only such properties, currently used by Seller in operating the Business and necessary for Buyer to operate the Business after the Closing Date in a manner substantially equivalent to the manner in which Seller has operated the Business prior to and through the Closing Date. Other than the Required Consents and the Governmental Approvals, no licenses or other consents from, or payments to, any other Person are or will be necessary for Buyer to operate the Business and use the Purchased Assets in the manner in which Seller has operated the same.
Assets Generally. (a) The Assets include all properties, tangible and intangible, and only such properties, used by Seller in operating the Business and necessary for Buyer to operate the Business after the Effective Time in a manner substantially equivalent to the manner in which Seller has operated the Business prior to and through the Effective Time. No licenses or other consents from, or payments to, any other Person are or will be necessary for Buyer to operate the Business and use the Assets in substantially the manner in which Seller has operated the same.
Assets Generally. (a) During the term of this Funding Agreement, the Recipient must (unless otherwise agreed with the Department in writing):
Assets Generally. (a) During the term of this agreement, the Recipient must, and must ensure that any Project Company does (unless otherwise agreed with the Department in writing):
Assets Generally. (a) Except as otherwise expressly provided in this Agreement, Seller makes no representations or warranties whatsoever to Buyer or any other Person, express, implied, statutory or otherwise, concerning the Assets, the Assumed Liabilities, the Business or any other matter, including, but not limited to, any representation or warranty as to value, quality, quantity, condition, merchantability, design, suitability, usability, salability, obsolescence, working order, compliance with law, validity or enforceability. BUYER SPECIFICALLY ACKNOWLEDGES THAT NO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE MADE OR SHOULD BE IMPLIED IN THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT.
Assets Generally. (a) Other than the Sellers, no other Affiliate of Parent has any right, title or interest in and to the Assets. Since October 1, 2001, no transfer of any interest in the Assets has been made by any of the Sellers or PGLP, other than transfers, directly or indirectly, to one or more of the Sellers.
Assets Generally. The Assets and the Technology and Trademarks include all properties currently used by InfoPak in operating the MLS Business conducted with the Assets and Technology and Trademarks and necessary for DataNet to operate the MLS Business conducted with the Assets and Technology and Trademarks after the Closing Date in a manner substantially equivalent to the manner in which InfoPak has operated the MLS Business conducted with the Assets prior to and through the Closing Date.
Assets Generally. 10 EXTECH CORPORATION
Assets Generally. Except as set forth on Schedule 3.10.1 attached hereto, the DCAP Entities own outright, and have good and marketable title to, or lease pursuant to leases described on Schedule 3.14, all of their respective assets (including all assets reflected in the DCAP Balance Sheet, except as the same may have been disposed of in the ordinary and usual course of business consistent with past practice since the DCAP Balance Sheet Date), free and clear of all Liens. Upon consummation of the transactions contemplated by this Agreement, except as set forth on Schedule 3.10.1, the DCAP Entities will own their respective assets, free and clear of all Liens. The assets of the DCAP Entities are sufficient to permit them to conduct the DCAP Business as now conducted. None of the assets of the DCAP Entities are subject to any restriction with regard to transferability. There are no Contracts with any Person with respect to the acquisition of any of the assets of the DCAP Entities or any rights or interests therein.
