Assets Ownership Sample Clauses
Assets Ownership. 4.1 Both parties agree hereby that the ownership of the following assets that come into existence during the process of technical services providing by Party A to Party B shall be entitled to Party A:
4.1.1 Texts, photographs, layout designing and any other graphics or information contents created or produced by Party A; except for those the copyrights of which are owned by the third party;
4.1.2 Database (including, but not limited to, database to store contents and to store the information of registered users), software developed by Party A for Party B and any content of such database;
4.1.3 Any other tangible or intangible assets coming or deriving from the process of technical services provided by Party A to Party B subject to this Agreement, except for those owned by Party B with definite evidences.
4.2 Party B recognizes Party A’s ownership of such assets and promises not to claim against any of such assets, and upon request from Party A, shall provide any necessary assistance, including, but not limited to, rendering the corresponding certificates, if necessary, to clarify the ownership of the aforesaid assets held by Party A.
4.3 Within the cooperation period of both parties, any equipment, technology and software of Party A provided to Party B, except for those that have been transferred to Party B subject to the terms of this agreement or other written agreements expressly, shall be part of assets owned by Party A and Party B enjoys the right to use such assets during the term of this agreement only.
Assets Ownership. Subject to the provisions described (including the actions permitted) under Sections 6.03 and 6.09 hereof, each Loan Party will continue to maintain its interest in and right to use all property and assets in its reasonable judgment necessary for the conduct of its business, taken as a whole. Each Loan Party shall use, operate and maintain the Collateral in the same manner and with the same care as shall be the case with similar assets owned by such Loan Party without discrimination. Notwithstanding any of the definitions (including the definitions of “Permitted Disposition”, “Permitted Investment” and “Permitted Liens”) or covenants contained in this Agreement to the contrary, no Loan Party shall sell or otherwise transfer. or exclusively license or sublicense, any Material Intellectual Property to any Person that is not a Loan Party (including by making an Investment in the form of a sale or other transfer of, or an exclusive license or sublicense of, Material Intellectual Property).
Assets Ownership. Seller is the sole owner of the Cars and, at Closing, Seller will convey to Purchaser absolute, good, marketable and valid title (“Title”) in and to the Cars free and clear of all liens, encumbrances and claims, other than the applicable Lease and the other Operative Documents and those which the applicable Lessee is obligated to discharge under the terms of the applicable Operative Documents. The Seller is the sole legal and beneficial owner of the rights, title and interests of “Lessor” under each Lease and the other applicable Operative Documents and, at Closing, Seller will sell, assign and transfer to Purchaser all of Seller’s rights, title and interest in and to each Lease and the other applicable Operative Documents (with the exception of the Retained Obligations) free and clear of all liens, encumbrances and claims. The Seller is the sole legal and beneficial owner under each Account and, at Closing, Seller will sell, assign and transfer to Purchaser all of Seller’s rights, title and interest in and to each Account free and clear of all liens, encumbrances and claims. All funds received in connection with the Cars and the Leases during Seller’s period of ownership have been and will be deposited in the Accounts. Seller is the sole account holder for the Accounts, and has not commingled funds or other accounts of Seller or any affiliates of Seller with the Accounts.
Assets Ownership. 5.1.1. Up to the date of audit, each China subsidiary company has the complete ownership of all the assets recorded in the financial statements of the China subsidiary company. At present we have the ownership rights and have the control of all these assets (not including the disposed assets under the normal operating process). Based on the disclosed information, each China subsidiary company’s assets and assets acquired after the date of audit are not used for collateral and liens etc. as encumbrances, also other parties do not have rights or claims at such assets.
5.1.2. All China subsidiary company owns and controls its operating fixed assets, or movable installations, plant, equipment, vehicles and other movable assets. They have complete ownership. Such assets do not have liens, collaterals, encumbrances, lease financing, leased out or lease agreement or include delayed payment agreement. Such assets are under good operation condition (except normal wear and tear).
Assets Ownership. Sidma is titular, legitimates owner and possessor of the total of the Assets, as described in ANNEX A and that such Assets are free and free of any duty, pledge, obligation and warranty and rights of any nature, except those duties originating from of the identified debts with (*) in the ANNEX A. OURO VERDE and/or the SALERS and/or Sidma not celebrated, until the Closing Date, any contract or agreement that has for object the Assets or the pledge constitution or other similar rights relative to them.
Assets Ownership. Except as set forth on Schedule 3.6, (i) the Sellers are the sole and lawful owners of and have good title to (or, in the case of the Leases, a valid and subsisting leasehold interest in or right to use), and the power to sell, assign or transfer to the Buyers, all of the Acquired Assets free and clear of all Liens, other than Permitted Liens and (ii) none of the Acquired Assets are in the possession, custody, or control of any Person other than the Sellers. No Person other than the Sellers has any right, title, or interest in any profits, earnings, gains or losses with respect to the Business, or any Acquired Asset.
Assets Ownership. Seller has clear, good, and marketable right and title to, or a valid leasehold interest in, all of the assets, property and facilities comprising the Assets, free and clear of all Encumbrances. Schedule 4.1(b) lists all Assets that are subject to a leasehold interest (i.e., not owned by Seller). None of the Assets are leased or on loan by Seller to any third party. The Assets constitute all of the assets, property, and facilities that, together with the rights granted or conveyed under the transaction documents, are necessary for the operation of the System, the business thereof, and the Assets as conducted as of the date hereof. Upon the Closing, WVAWC shall continue to be vested with good title or a valid leasehold interest in the System and all of the Assets.