Common use of Condition of Tangible Assets Clause in Contracts

Condition of Tangible Assets. All buildings, plants, leasehold improvements, structures, facilities, equipment and other items of tangible property and assets which are owned, leased or used by the Company or its Subsidiary are structurally sound, are in good operating condition and repair (subject to normal wear and tear given the use and age of such assets), are usable in the regular and ordinary course of business and conform in all material respects to all laws and authorizations relating to their construction, use and operation. No Person other than the Company, the Subsidiary of the Company and holders of Permitted Liens, but solely to the extent of such Permitted Liens, owns, or has any interest in, any equipment or other tangible assets or properties owned, leased or used by the Company or its Subsidiary.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Union Street Acquisition Corp.), Membership Interest Purchase Agreement (Union Street Acquisition Corp.)

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Condition of Tangible Assets. All buildings, plants, leasehold improvements, structures, facilities, equipment and other items of tangible property and assets which are owned, leased or used by the Company or any of its Subsidiary Subsidiaries are structurally sound, are in good operating condition and repair (subject to normal wear and tear given the use and age of such assets), are usable in the regular and ordinary course of business and conform in all material respects to all laws and authorizations relating to their construction, use and operation. No Person other than the Company, the Subsidiary Subsidiaries of the Company and holders of Permitted Liens, but solely to the extent of such Permitted Liens, owns, or has any interest in, any equipment or other tangible assets or properties owned, leased or used by the Company or any of its SubsidiarySubsidiaries.

Appears in 1 contract

Samples: Merger Agreement (Mandalay Media, Inc.)

Condition of Tangible Assets. All buildings, plants, leasehold improvements, structures, facilities, equipment and other items of tangible property and assets which are owned, leased or used by the Company or its Subsidiary are structurally sound, are in good operating condition and repair (subject to normal wear and tear given the use and age of such assets), are usable in the regular and ordinary course of business and conform in all material respects to all laws and authorizations relating to their construction, use and operation. No Person other than the Company, the Subsidiary of the Company and holders of Permitted Liens, but solely to the extent of such Permitted Liens, owns, or has any interest in, any equipment or other tangible assets or properties owned, leased or used by the Company or its SubsidiaryCompany.

Appears in 1 contract

Samples: Stock Purchase Agreement (Union Street Acquisition Corp.)

Condition of Tangible Assets. All buildings, plants, leasehold improvements, structures, facilities, equipment and other items of tangible property and assets which are owned, leased or used by the Company or any of its Subsidiary Subsidiaries are structurally sound, are in good operating condition and repair (repair, subject to normal wear and tear given the use and age of such assets)maintenance, are usable in the regular and ordinary course of business and conform in all material respects to all laws applicable Regulations (as defined in Section 3.10(a)) and authorizations Authorizations relating to their construction, use and operation. No Person other than the Company, the Subsidiary of the Company its Subsidiaries and holders of Permitted Liens, but solely to the extent of such Permitted Liens, owns, or has any interest in, any equipment or other tangible assets or properties owned, leased or used by necessary to the operation of the business of the Company or its SubsidiarySubsidiaries.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Freemarkets Inc)

Condition of Tangible Assets. All buildings, plants, leasehold improvements, structures, facilities, equipment and other items of tangible property and assets which are owned, leased or used by the Company or its any Company Subsidiary are structurally sound, are in good operating condition and repair (subject to normal wear and tear given the use and age of such assets), are usable in the regular and ordinary course of business and conform in all material respects to all laws Laws and authorizations Authorizations relating to their construction, use and operation. No Person other than the Company, the a Company Subsidiary of the Company and holders of Permitted Liens, but solely to the extent of such Permitted Liens, owns, or has any interest in, any equipment or other tangible assets or properties owned, leased or used by the Company or its any Company Subsidiary.

Appears in 1 contract

Samples: Merger Agreement (Ariba Inc)

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Condition of Tangible Assets. All buildings, plants, leasehold improvements, structures, facilities, equipment and other items of tangible property and assets which are owned, leased or used by the Company or its Subsidiary are structurally sound, are in good operating condition and repair (repair, subject to normal wear and tear given the use and age of such assets)maintenance, are usable in the regular and ordinary course of business and conform in all material respects to all laws applicable Regulations and authorizations Authorizations (as defined in Section 3.11) relating to their construction, use and operation. No Person other than the Company, the Subsidiary of the Company and holders of Permitted Liens, but solely to the extent of such Permitted Liens, owns, or has any interest in, any equipment or other tangible assets or properties owned, leased or used by situated on the premises of the Company or its Subsidiaryused or held for use in or necessary to the operation of the business of the Company.

Appears in 1 contract

Samples: Merger Agreement (Freemarkets Inc)

Condition of Tangible Assets. All buildings, plants, leasehold improvements, structures, facilities, equipment and other items of tangible property and assets which are owned, leased or used by the Company or its Subsidiary are structurally sound, are in good operating condition and repair (repair, subject to normal wear and tear given the use and age of such assets)maintenance, are usable in the regular and ordinary course of business and conform in all material respects to all laws applicable Regulations and authorizations Authorizations (as defined in Section 3.11) relating to their construction, use and operation. No Person other than the Company, the Subsidiary of the Company and holders of Permitted Liens, but solely to the extent of such Permitted Liens, owns, or has any interest in, any equipment or other tangible assets or properties owned, leased or used by situated on the premises of the Company or its Subsidiaryused or held for use in or necessary to the operation of the business of the Company.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Fore Systems Inc /De/)

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