Condition of Real and Personal Property. (a) All of the buildings, offices and other structures located on the Owned Real Property and Leased Real Property which, taken as a whole, are material to the conduct of the Business are structurally sound with no known material defects, are in good operating condition and repair, are adequate for the use to which they are being put, and, with respect to the Leased Real Property, are maintained in the manner and to the standard required under the applicable lease.
Condition of Real and Personal Property. (a) All of the leased real property which are material to the conduct of the Business have been maintained in reasonable condition in the Ordinary Course in a manner consistent with past maintenance practices of the Business.
Condition of Real and Personal Property. LEASES. All real property leased by Seller and used in the operation of the Business is listed and described in SCHEDULE 1.4 hereto. All material items of tangible personal property and assets owned or leased by Seller and used in the operation of the Business are described in SCHEDULE 1.1 hereto. All machinery and equipment listed in SCHEDULE 1.1 conforms to all applicable ordinances, regulations, and zoning or other laws. Except as described in SCHEDULE 1.1, all items listed on SCHEDULE 1.1 are in good operating condition and repair, subject only to normal wear and tear, and are adequate to conduct the Business as it is now being conducted. Seller has delivered to Buyer accurate and complete copies of all leases relating to real and personal property leased by Seller and used in the operation of the Business and, except as described in SCHEDULE 1.4, all such leases are in full force and effect, no event of default has been declared thereunder and, to the Seller's knowledge, no basis for any default exists.
Condition of Real and Personal Property. All buildings and other structures and all machinery, equipment, tools, dies, fixtures, vehicles, spare parts and other properties owned, leased or used by MBI are, to the best of MBI's knowledge, in good operating condition and repair and are adequate and sufficient for all material operations conducted by it. To the best of MBI's knowledge, none of the real or personal properties owned, leased, occupied or operated by MBI, or the ownership, leasing, occupancy or operation thereof, is in violation of any law or any zoning, environmental or other ordinance, code, rule or regulation, where such violation would have a materially adverse affect on the business or financial condition of MBI, and no notice from any governmental body or other person has been served upon MBI or, to the best of MBI's knowledge, upon any property owned, leased, occupied or operated by MBI claiming any material violation of any such law, ordinance, code, rule or regulation or requiring, or calling attention to the need for, any work, repairs, construction, alterations or installation on or in connection with such property which has not been complied with, where failure to comply therewith would have a materially adverse affect on the business or financial condition of MBI.
Condition of Real and Personal Property. LEASES. All real property leased by Seller and used in the operation of the Business is listed and described in SCHEDULE 1.4 hereto. To the best of Seller knowledge, all buildings and improvements located thereon are in good, functional operating condition and repair (as differentiated from aesthetic condition), subject only to normal wear and tear (age alone is not to be considered a functional defect) and, in Seller's opinion, are adequate to conduct the business as it is now being conducted, except for the North Miami location which has a roof leak (which Seller will repair at Seller's expense when Buyer obtains the Certificate of Use referred to in section 3.2 above). All material items of tangible personal property and assets owned or leased by Seller and used in the operation of the Business are described in SCHEDULE 1.1 hereto. All machinery and equipment, which will be listed in SCHEDULE 1.1 by Buyer within 10 days following the Closing, conforms to all applicable ordinances, regulations, and zoning or other laws. Except as described in SCHEDULE 1.1, all items listed on SCHEDULE 1.1 are in good operating condition and repair, subject only to normal wear and tear, and are adequate to conduct the Business as it is now being conducted. Seller has delivered to Buyer accurate and complete copies of all leases relating to real and personal property leased by Seller and used in the operation of the Business and, except as described in SCHEDULE 3.6, all such leases are in full force and effect, no event of default has been declared thereunder and, to the Seller's knowledge, no basis for any default exists.
Condition of Real and Personal Property. LEASES. Seller does not own any real property. Except as disclosed in SCHEDULE 3.4, and to the knowledge of Seller without independent investigation, all real property leased by Seller and used in the operation of the Business is listed and described in SCHEDULE 3.4 hereto and is in good condition and repair, subject only to normal wear and tear. To Seller's knowledge, without independent investigation, all buildings and improvements located thereon are in good condition and repair, subject only to normal wear and tear. Seller has delivered to Buyer accurate and complete copies of all leases relating to real and personal property leased by Seller and used in the operation of the Business and, except as described in SCHEDULE 3.4, all such leases are in full force and effect, no event of default has been declared thereunder and, to the Seller's knowledge, no basis for any default exists. No such lease of real or personal property is subject to termination or modification as a result of the transactions contemplated hereby. All material items of tangible personal property and assets owned or leased by Seller and used in the operation of the Business are described in SCHEDULE 1.1 hereto. All machinery and equipment listed in SCHEDULE 1.1 conforms to all applicable ordinances, regulations, and other laws. Except as described in SCHEDULE 1.1, all items listed on SCHEDULE 1.1 are in good operating condition and repair, subject only to normal wear and tear, and are adequate to conduct the Business as it is now being conducted.
Condition of Real and Personal Property. 6.11.1 The real and personal property owned or leased by the Company and used in its business is in good operating condition with consideration of normal wear and tear and suitable in all material respects for its intended purpose and adequate for the conduct of the Company's business as it is currently being conducted;
Condition of Real and Personal Property. Subject to the provisions of Section 8.10, substantially all of the real and personal property used in the Machined Fluid Valve Business is in good condition and repair, normal wear and tear excepted. Under no circumstances does Seller have any obligation under this provision or otherwise to improve the condition of the real and personal property from the condition of such real and personal property at the time of the due diligence inspection by Buyer prior to the Closing Date. To the best knowledge of Seller, all buildings and improvements being purchased hereunder are structurally sound and not in need of repairs, and are adequately serviced by all utilities necessary for the effective operation of the Machined Fluid Valve Business as presently conducted.
Condition of Real and Personal Property. (a) The machinery, equipment, furniture, leasehold improvements, fixtures, vehicles, structures, any related capitalized items and other tangible property included in the Acquired Assets ("Tangible Property"), are in good operating condition and repair, ordinary wear and tear excepted, and are adequate, fit and suitable for the particular purposes for which they are presently used, are performing satisfactorily, and are available for immediate use in the conduct of the Business. All such Tangible Property and the state of maintenance thereof are in compliance in all material respects with all applicable federal, state and local statutes, ordinances, rules and regulations.
Condition of Real and Personal Property. Prior to entering into this Agreement, Buyer has inspected the Real and Personal Property and, assuming the accuracy of Seller's representations and warranties set forth herein, is satisfied with its present condition, except that the transmitter site shall be free of all tenancies and occupants at the Closing. ARTICLE 5
