Assets Used in the Business. 5.2.1 The assets owned by the Company together with any assets held under any hire or hire purchase rental or leasing agreement (the material details of which are contained in the Disclosure Letter) comprise all the assets necessary for the continuation of the Company's business as now carried on.
5.2.2 The Company does not use and there is no necessity for it to use in the course of its business any asset which belongs to or is hired, leased or licenced to or is otherwise in the possession or under the control of the Vendors (or any of them) or any of their Associates.
Assets Used in the Business. The Assets constitute all of the assets, properties and rights used in the conduct of the Business, other than the Excluded Assets. The Sellers are the sole owners of the Assets and Assumed Liabilities. Immediately following the Closing, no Seller Entity (or any subsidiary thereof) will own or lease any assets, properties or rights which are used in or are necessary for the conduct of the Business, other than the Excluded Assets.
Assets Used in the Business. (a) Except as set forth on Schedule 5.21, the facilities and the other assets and property owned or leased by the Companies currently used in the conduct of the Business are in good operating condition and repair in all material respects, subject to normal wear and tear, and are suitable in all material respects for the purposes for which they are currently used.
(b) There are no condemnation proceedings pending or, to the Knowledge of Seller, threatened with respect to the facilities comprising the Business.
Assets Used in the Business. Except as set forth on Schedule 4.13, the Acquired Assets are the only material assets used by Seller to conduct the Business. Seller has caused the Acquired Assets to be maintained in accordance with normal business practice and all the Acquired Assets are in good operating condition and repair (ordinary wear and tear excepted) and are suitable for the purposes for which they have been used.
Assets Used in the Business. Except for the Excluded Assets, the Acquired Assets constitute all of the assets or property used or held for use in the Business, and are sufficient to conduct the Business as the same is now being conducted in all respects and as the same is to be conducted by Buyer. Each Seller is engaged in the Business and no other business. The Business has only been conducted through the Sellers and not through any other division or direct or indirect subsidiary or Affiliate.
Assets Used in the Business. Except as disclosed in Schedule 4.9, the Acquired Assets constitute all of the assets or property used or held for use in the Business necessary to conduct the Business as the same is now being conducted in all respects.
Assets Used in the Business. After giving effect to the Restructuring Transactions, the assets, properties, rights and interests of the Company and its Subsidiaries, together with (i) the assets and rights which are contemplated to be provided to the Company and/or its Subsidiaries pursuant to the Ancillary Agreements and (ii) the assets and rights used by Seller on behalf of the Company and/or its Subsidiaries which Purchaser or its Subsidiaries elect not to receive, constitute in all material respects all assets, properties, rights and interests of the Company or its Subsidiaries used in the Business as of the date hereof; provided, that the foregoing is subject to the limitation that certain transfers, licenses, sublicenses, leases and subleases (as the case may be) of the assets, properties, rights and interests of the Company and its Subsidiaries may require the consent of a third party which has not been obtained.
Assets Used in the Business. The Assets constitute all of the rights, properties, privileges and other assets used in the conduct of the Business, as conducted during the twelve months preceding the date of this Agreement, except for assets sold, disposed of or discarded in the ordinary course of business.
Assets Used in the Business. The Acquired Assets and the Excluded 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 consistent with past practice. Except as set forth on Schedule 4.4, each of the Sellers is the sole owner of the Acquired Assets and the Assumed Liabilities (except those Acquired Assets held pursuant to lease or license, in which case, the Sellers shall be the sole lessee or licensee, as the case may be). Except as set forth on Schedule 4.4, immediately following the Closing, none of the Sellers or Holder (or any of their respective Affiliates) will own, license or lease any rights, or have any rights with respect to, any properties or assets which are used or held for use in or necessary for the conduct of the Business as presently conducted.
Assets Used in the Business. Except for the Excluded Assets, the Assets constitute all of the material assets and properties used primarily in the conduct of the Business as presently conducted. Except for the Excluded Assets, there are no assets or properties used in the conduct of the Business as presently conducted which, individually or in the aggregate, are