Common use of Assets Necessary to Business Clause in Contracts

Assets Necessary to Business. The Transferred Assets constitute all of the rights, properties and assets used or held for use in or necessary for the conduct or operation of the Business as presently conducted. Seller is the sole owner of the Transferred Assets. Immediately following the Closing, none of Seller or any of its Affiliates will continue to own or lease any rights, properties or assets (other than Excluded Assets expressly excluded hereby) which are used or held for use in or necessary for the conduct of the Business as presently conducted.

Assets Necessary to Business. The Transferred Assets constitute all of the rights, properties and assets used used, or held for use in or in, necessary for or otherwise relating to the conduct or operation of the Business as presently conducted. Seller is the sole owner of the Transferred AssetsAssets and the sole obligor with respect to the Assumed Liabilities. Immediately following the Closing, none of Seller or Parent (or any of its Affiliates their respective Affiliates) will continue to own or lease any rights, properties or assets (other than Excluded Assets expressly excluded hereby) which are used or held for use in or necessary for the conduct of the Business as presently conducted, except for the Excluded Assets.