Assets; Title to Assets. The assets or properties of Company consist principally of tangible and intangible assets, including know how and other intellectual property (the “Intellectual Property”), all as further described on Schedule 3.9 (the “Principal Assets”). The Company has good and marketable title to the Principal Assets, free and clear of all mortgages, liens, claims or encumbrances of any kind or any conditional sale agreement or other title retention agreement.
Assets; Title to Assets. The assets or properties of Target consist principally of LLC together with its operations, assets including brands and goodwill, including know how and other intellectual property (the “Intellectual Property”), all as further described on Schedule 3.9.
Assets; Title to Assets. (a) Seller has good and marketable title to all of Kenmont’s property and Assets which it owns free and clear of any Encumbrances.
Assets; Title to Assets. The assets or properties of Parent consist principally of tangible and intangible assets, including know how and other intellectual property (the “Intellectual Property”), all as further described on Schedule 4.17 (the “Parent’s Principal Assets”). Parent has good and marketable title to the Parent’s Principal Assets, free and clear of all mortgages, liens, claims, or encumbrances of any kind or any conditional sale agreement or other title retention.
Assets; Title to Assets. All of the assets owned by each member of the Group are its sole and absolute property and there is not now outstanding any Encumbrance other than the Permitted Encumbrances over the whole or any part of its undertaking, property or assets and none of the assets now owned or used by any member of the Group is the subject of any Encumbrance other than a Permitted Encumbrance or (save as entered into in the ordinary and usual course of business) any hire purchase, leasing, lease, purchase or credit sale agreement. Possession and third party facilities All of the assets owned by each member of the Group, or in respect of which it has a right of use, are in its possession or under its control. Save for part of the Changsha Property subject to any Existing Leases and the Mortgage, all of the assets and rights of use owned by Changsha Company (PRC) is in its possession or under its control. Adequacy of assets The assets of each member of the Group and the facilities and services to which a member of the Group has a contractual right include all rights, properties, assets, facilities and services necessary or desirable for the carrying on of the business of the Group in the manner in which it is currently carried on. Condition of plant, machinery and equipment All the material plant, machinery and equipment used by any member of the Group in the conduct of its business:
Assets; Title to Assets. The Assets constitute all of the business, assets, properties and rights of the Sellers in connection with the Business. At least one of the Sellers owns good, valid and marketable title to each of the Assets, free and clear of any and all Liens (except for the Liens set forth on Schedule 3.4 which will be released and removed by Sellers prior to the Closing), and, upon delivery of the Assets at Closing, good, valid and marketable title to the Assets, free and clear of all Liens, will pass to Buyer. The Assets to be conveyed at Closing constitute all of the Assets of the Sellers owned, used, useful, acquired for use, or arising or existing primarily in connection with the Business.
Assets; Title to Assets. The Assets constitute all of the business, assets, properties and rights of Seller, except such as are specifically excluded. Seller owns good, valid and marketable title to all the Assets, free and clear of any and all mortgages, liens, encumbrances, charges, claims, restrictions, pledges, security interests or impositions, except Permitted Liens, and, upon delivery of the Assets at Closing, good, valid and marketable title to the Assets, free and clear of all mortgages, liens, encumbrances, charges, claims, restrictions, pledges, security interests or impositions, except Permitted Liens, will pass to Buyer. The Assets to be conveyed at Closing constitute all of the Assets.
Assets; Title to Assets. The assets or properties of FHPI consist principally of tangible and intangible assets, including oil and gas leases, seismic information, and other intangible rights all as further described on Schedule 3.9 (the “Principal Assets”). FHPI has good and marketable title to the Principal Assets, free and clear of all mortgages, liens, claims or encumbrances of any kind or any conditional sale agreement or other title retention agreement.
Assets; Title to Assets. Except as set forth on Schedule 4(d), the Company owns all of its property and assets free and clear of all Liens (other than Permitted Liens). With respect to the property and assets it leases, the Company is in substantial compliance with all terms of such leases and, to the Company’s Knowledge, holds a valid leasehold interest free of any Liens other than Permitted Liens. The Company owns no real property. EXECUTION VERSION
Assets; Title to Assets. The Seller owns good and marketable title, free and clear of all liens or encumbrances, to all of the Assets which it is selling to the Purchaser pursuant hereto, except the lien of Sterling National Bank which will be satisfied on closing.
