Condition and Location Sample Clauses

Condition and Location. Except as set forth on Schedule 3.9, all of the tangible assets of the Company that are included in the Assets are in good operating condition and repair (ordinary wear and tear excepted) and are useable in the ordinary course of business. Except as set forth on Schedule 3.9, none of the personal or movable property owned or leased by the Company is located other than at the Leased Real Property.
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Condition and Location. All of the tangible assets that are part of the Purchased Assets are in good operating condition, ordinary wear and tear excepted, and are useable in the ordinary course of business consistent with past custom and practice. There is no material tangible asset or material portion of the tangible assets which are part of the Purchased Assets that requires any material repair or replacement. No property owned or leased by the Sellers used in connection with the operation of the Business is located other than at the Leased Real Property.
Sample 1
Condition and Location. Other than as set forth in Schedule 3.6(b), all Tangible Assets are in working order and repair (subject to normal wear and tear). Other than as set forth on Schedule 3.6(b), each Tangible Asset is owned by the Seller free and clear of any Liens, except for: (i) any Liens for Taxes (and assessments) not delinquent or which are being contested in good faith; (ii) any mechanic, workmen, repairmen, warehousemen, carriers and other similar liens and encumbrances arising in the ordinary course of business that are not delinquent or which are being contested in good faith; (iii) with respect to leased or licensed personal property, the terms and conditions of the lease or license applicable thereto; and (iv) Liens to be released at or prior to Closing (“Permitted Liens”). No Tangible Asset has a material defect other than defects that can be remedied by repairs in the ordinary course of business consistent with past practice. No Tangible Asset is in need of material repair or maintenance other than repair or maintenance in the ordinary course of business consistent with past practice. Except as set forth on Schedule 3.6(b), no Person other than the Seller owns or has any right to use or possess any Tangible Asset. No Tangible Assets are located anywhere other than at the Leased Real Property or held in the name or of any other Person. To the Knowledge of the Seller, the Purchased Assets, taken as a whole, are sufficient for the continued operation by the Buyer of the Business after the Closing in substantially the same manner as the Seller currently conducts and operated the Business.
Sample 1
Condition and Location. The tangible assets that are part of the Purchased Assets, taken as a whole, are in operating condition and repair (consistent with their age and subject to normal wear and tear), are adequate and suitable for the purposes for which such tangible personal property are presently used by the Seller in performing the Mortgage Default Support Services (as defined in the Services Agreement). There is no material tangible asset or material portion of the tangible assets which are part of the Purchased Assets that require any material repair or replacement in order to be used by the Buyer following the Closing in substantially the same manner as used by the Seller prior to the Closing. All Purchased Assets are located at the Leased Real Property.
Sample 1
Condition and Location. Except as set forth in Schedule 3.7, on the Closing Date, the tangible, personal property comprising the Assets (other than inventory) is in good operating condition and is useable in the ordinary course of business. All of such tangible assets which are part of the Assets are in good condition and repair, ordinary wear and tear excepted. None of such Assets requires any repair or 12PAGE replacement, except for maintenance in the ordinary course of business. Except as set forth on Schedule 3.7, none of the tangible personal property of the Seller used in the Business is held under any lease, security agreement, conditional sales contract or other title retention or security arrangement, or is located other than at the Property.
Sample 1
Condition and Location. Schedule 3.7(c) lists all maintenance records of the Company relating to the tangible assets that are part of the Assets as described therein, true and correct copies of which have been or will be delivered to Buyer, and to the knowledge of the Company, such Assets are otherwise generally useable in the ordinary course of business. The tangible assets of the Company that are part of the Assets are in good operating condition and repair, ordinary wear and tear excepted; provided however that this sentence shall not be deemed to apply to any of the Deposit Assets. Except for the Deposit Assets, none of the personal or movable property owned or leased by the Company is located other than at the real property leased by the Company.
Sample 1
Condition and Location. The Contractor must ensure that:
Sample 1
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Related to Condition and Location

  • Time and Location The closing of the transactions contemplated by this Agreement (the “Closing”) shall take place at the offices of Xxxxxx Xxxxxx Xxxxxxxxx Xxxx and Xxxx LLP in Boston, Massachusetts, commencing at 10:00 a.m., local time, on October 31, 2005, or, if all of the conditions to the obligations of the Parties to consummate the transactions contemplated hereby (excluding the delivery of any documents to be delivered at the Closing by any of the Parties and other than satisfaction of those conditions that by their terms are to be satisfied or waived at Closing, it being understood that the occurrence of the Closing shall remain subject to the delivery of such documents and the satisfaction or waiver of such conditions) have not been satisfied or waived by such date, on such mutually agreeable later date as soon as practicable (but in no event more than three Business Days (as defined below)) after the first date on which the conditions to the obligations of the Parties to consummate the transactions contemplated hereby (excluding the delivery of any documents to be delivered at the Closing by any of the Parties and other than satisfaction of those conditions that by their terms are to be satisfied or waiver at Closing, it being understood that the occurrence of the Closing shall remain subject to the delivery of such documents and the satisfaction or waiver of such conditions) have been satisfied or waived (the “Closing Date”). For purposes of this Agreement, a “Business Day” shall be any day other than (i) a Saturday or Sunday or (ii) a day on which banking institutions located in New York, New York are permitted or required by law, executive order or governmental decree to remain closed.

  • Closing Date and Location The Transaction will be completed at 10:00 a.m. (Pacific time) on the Closing Date, at the offices of the Purchaser’s Solicitors, or at such other location and time as is mutually agreed to by the Purchaser and the Target. Notwithstanding the location of the Closing, each party agrees that the Closing may be completed by the exchange of undertakings between the respective legal counsel for the Purchaser and the Target, provided such undertakings are satisfactory to each party’s respective legal counsel.

  • Name and Location The name of the Partnership is “DCT—TX 2004 RN Portfolio L LP” The address of the registered office of the Partnership in the State of Delaware is located at 0000 Xxxxxxxxxxx Xxxx, Xxxxx 000, Xxxxxxxxxx, Xxxxxxxx 00000, and the registered agent for service of process on the Partnership in the State of Delaware at such registered office is Corporation Service Company. The principal office of the Partnership is 000 00xx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000, or such other place as the General Partner may from time to time designate by notice to the Limited Partner. The Partnership may maintain offices at such other place or places within or outside the State of Delaware as the General Partner deems advisable.

  • Names and Location The Seller has not used any company names, trade names or assumed names other than its name set forth on the signature pages of this Agreement. The Seller is “located” (as such term is defined in the applicable UCC) in Delaware. The office where the Seller keeps its records concerning the Receivables is at the address set forth below its signature to this Agreement.

  • Keys and Locks Landlord will furnish Tenant, free of charge, two keys to each door or lock in the Premises. Landlord may make a reasonable charge for any additional or replacement keys. Tenant will not duplicate any keys, alter any locks or install any new or additional lock or bolt on any door of its Premises or on any other part of the Building without the prior written consent of Landlord and, in any event, Tenant will provide Landlord with a key for any such lock. On the termination of the Lease, Tenant will deliver to Landlord all keys to any locks or doors in the Building which have been obtained by Tenant.

  • Names and Locations Except as set forth on the attached NAMES AND LOCATIONS SCHEDULE, during the five-year period prior to the execution and delivery of this Agreement, the Company has not used any name or names under which it has invoiced account debtors, maintained records concerning its assets or otherwise conducted business. All of the tangible assets and properties of the Company are located at the locations set forth on the NAMES AND LOCATIONS SCHEDULE.

  • Collateral Schedules and Locations Insofar as the Collateral consists of inventory, Grantor shall deliver to Lender, as often as Lender shall require, such lists, descriptions, and designations of such Collateral as Lender may require to identify the nature, extent, and location of such Collateral. Such information shall be submitted for Grantor and each of its subsidiaries or related companies.

  • Duties and Location Executive shall perform such duties as are customarily associated with the position of CEO and such other duties as are assigned to Executive by the Board. Executive’s primary office location shall be the Company’s headquarters located in San Diego, California. Subject to the terms of this Agreement, the Company reserves the right to (a) reasonably require Executive to perform Executive’s duties at places other than Executive’s primary office location from time to time and to require reasonable business travel, and (b) modify Executive’s job title and duties as it deems necessary and appropriate in light of the Company’s needs and interests from time to time.

  • Places of Business and Locations of Records The principal places of business and chief executive office of such Seller Party and the offices where it keeps all of its Records are located at the address(es) listed on Exhibit III or such other locations of which the Agent has been notified in accordance with Section 7.2(a) in jurisdictions where all action required by Section 14.4(a) has been taken and completed. Seller's Federal Employer Identification Number is correctly set forth on Exhibit III.

  • Closing Location The Closing shall be held at the location designated by the Corporation or, if no such designation is made, at the office of Seller's Attorney.

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