Common use of Assets Clause in Contracts

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 21 contracts

Samples: Merger Agreement (Lomond Therapeutics Holdings, Inc.), Merger Agreement (Serve Robotics Inc. /DE/), Merger Agreement (Laffin Acquisition Corp.)

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Assets. Each of the Parent and the Acquisition Subsidiary Subsidiaries owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 10 contracts

Samples: Merger Agreement (Tactical Air Defense Services, Inc.), Merger Agreement (Solar Energy Initiatives, Inc.), Merger Agreement (Critical Digital Data, Inc.)

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 6 contracts

Samples: Merger Agreement (Organovo Holdings, Inc.), Merger Agreement (Invivo Therapeutics Holdings Corp.), Merger Agreement (Invivo Therapeutics Holdings Corp.)

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interestsecurity interest.

Appears in 4 contracts

Samples: Merger Agreement (U.S. Rare Earth Minerals, Inc), Merger Agreement (Exicure, Inc.), Merger Agreement (Zeta Acquisition Corp Ii)

Assets. Each of the The Parent and the Acquisition each Parent Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Anvex International, Inc.), Merger Agreement (Dynastar Holdings, Inc.), Merger Agreement (Visual Network Design, Inc.)

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interestsecurity interest.

Appears in 2 contracts

Samples: Merger Agreement (Amesite Operating Co), Merger Agreement (Amesite Inc.)

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security InterestLien.

Appears in 2 contracts

Samples: Asset Purchase Agreement (REGAL ONE Corp), Asset Purchase Agreement (REGAL ONE Corp)

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No Except as set forth in Schedule 3.13 of the Parent Disclosure Schedule, no asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 2 contracts

Samples: Merger Agreement (Lifeapps Digital Media Inc.), Merger Agreement (Boldface Group, Inc.)

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Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 1 contract

Samples: Merger Agreement (Tyme Technologies, Inc.)

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets reasonably necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 1 contract

Samples: Merger Agreement (22nd Century Group, Inc.)

Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.. 29 3.14

Appears in 1 contract

Samples: Merger Agreement

Assets. Each of the Parent Parent, and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its respective businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent Parent, or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interest.

Appears in 1 contract

Samples: Merger Agreement (Brain Scientific Inc.)

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