Condition and Sufficiency Sample Clauses

Condition and Sufficiency. All material Personal Property is in good working order, ordinary wear and tear excepted, and is fit for the purpose for which it is used by Seller in the conduct of the business of the Branches. The Premises and Personal Property are sufficient to operate the Branches in the manner presently operated by Seller.
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Condition and Sufficiency. The Acquired Assets are in good condition and repair (subject to normal wear and tear consistent with the age of the assets and properties) and constitute all of Seller’s assets and other rights necessary to conduct the Business as currently conducted by Seller and as conducted by Seller during the periods represented by the Financial Statements.
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Condition and Sufficiency. Except as set forth on Section 3.2(k)(vi) of the Disclosure Schedule, the buildings, machinery, equipment, and other tangible assets the Company owns or leases are sufficient to carry on the Business as it is currently conducted. Each material tangible asset is in normal operating condition and reasonable repair (subject to normal wear and tear) and has been maintained in accordance with normal industry practice.
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Condition and Sufficiency. The Leased Real Property is adequate for the uses to which particular items thereof are being put, and is not in need of maintenance or repairs except for ordinary, routine maintenance and repairs that are not material in nature or cost. The Leased Real Property is sufficient for the continued conduct of the Business after the Closing in substantially the same manner as conducted prior to the Closing.
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Condition and Sufficiency. The Owned Real Property, Leased Real Property, and Personal Property (collectively, the “Properties”) are in good operating condition and repair and are adequate for the uses to which particular items thereof are now being put in the course of Seller’s Business or may be put in the future in the course of Buyer’s proposed Business, and none of such property is in need of maintenance or repairs except for ordinary, routine maintenance and repairs that are not material in nature or cost. The Properties, considered as a whole, are sufficient for the continued conduct of Buyer’s proposed Business after the Closing as in a similar manner as conducted by Seller prior to the Closing.
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Condition and Sufficiency. (a) The Purchased Assets, taken as a whole, constitute all of the assets and properties required for the continued conduct of the Business by Buyers in the same manner as presently conducted and as reflected in the Financial Statements. The Purchased Assets (except for the Purchased Assets owned by Turbeco that have been used by Sellers, their Affiliates or their respective end-customers during the year prior to the execution of this Agreement) are in good operating condition and repair (normal wear and tear excepted). SELLERS MAKE NO REPRESENTATION OR WARRANTY REGARDING THE PHYSICAL CONDITION OF THE TANGIBLE PURCHASED ASSETS OWNED BY TURBECO THAT HAVE NOT BEEN USED BY SELLERS, THEIR AFFILIATES, OR THEIR RESPECTIVE END-CUSTOMERS DURING THE YEAR PRIOR TO THE EXECUTION OF THIS AGREEMENT, AND SUCH PURCHASED ASSETS WILL BE SOLD PURSUANT TO THE TERMS HEREOF AS- IS, WHERE-IS.
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Related to Condition and Sufficiency

  • Condition to Effectiveness The effectiveness of this Amendment shall be subject to the satisfaction of the following conditions precedent:

  • Preserve Accuracy of Representations and Warranties Each party hereto will refrain from taking any action which would render any of its representations and warranties contained in this Agreement untrue, inaccurate or misleading as of Closing and the Effective Time. Through Closing, each party will promptly notify the other parties of any lawsuit, claim, audit, investigation, administrative action or other proceeding asserted or commenced against such party that may involve or relate in any way to another party to this Agreement. Each party hereto will promptly notify the other parties of any facts or circumstances that come to its attention and that cause, or through the passage of time may cause, any of a party's representations, warranties or covenants to be untrue or misleading at any time from the date hereof through Closing.

  • Accuracy of Representations and Compliance with Conditions All ---------------------------------------------------------- representations and warranties of Buyer contained in this Agreement shall be true and accurate when made and, except (a) as a result of the taking of any action contemplated hereby or (b) insofar as any representation or warranty relates to any specified earlier date, shall be true and accurate as of the Closing Date, as though such representations and warranties were then made by Buyer; and Buyer shall have performed and complied with all of its covenants and agreements set forth in this Agreement to be performed or complied with at or before the Closing.

  • Performance of Covenants and Satisfaction of Conditions To use its reasonable best efforts to do and perform all things required to be done or performed under this Agreement by the Company prior to each Closing Date and to satisfy all conditions precedent to the delivery of the Firm Stock and the Optional Stock.

  • Conditions to Effectiveness This Amendment shall become effective as of the date hereof and upon the satisfaction of the following conditions precedent:

  • Conditions Precedent to Effectiveness This Agreement shall become effective on and as of the first date (the “Effective Date”) on which the following conditions precedent have been satisfied:

  • Modification and Waiver No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by the parties hereto. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions of this Agreement nor shall any waiver constitute a continuing waiver.

  • Continuing Accuracy of Representations and Warranties Any obligation of the Agents to use their commercially reasonable efforts to sell the Shares on behalf of the Company as sales agents shall be subject to the continuing accuracy of the representations and warranties of the Company herein, to the performance by the Company of its obligations hereunder and to the continuing satisfaction of the conditions specified in Section 3 of this Agreement.

  • Representations and Warranties True; Performance of Obligations The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

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