Conditions of Assets. The Assets acquired by Purchaser as a result of Purchaser's acquisition of the Stock, shall be acquired on an "AS IS, WHERE IS" basis. Title, possession and risk of loss with respect to the Assets shall be deemed to pass on the Closing Date.
Conditions of Assets. 17 3.20 Consents................................................................................................17 3.21
Conditions of Assets. Seller Companies’ assets and properties shall not have been damaged or destroyed, prior to the Closing Date, by fire or other casualty, whether or not fully covered by insurance, in an aggregate amount exceeding $25,000.
Conditions of Assets. 21 4.18 Capital Expenditure and Construction.......................................................22 4.19
Conditions of Assets. All material tangible assets of API are in good working condition and good repair and comply with all standards and requirements of all applicable governmental authorities.
Conditions of Assets. The Assets are in good condition and working order, reasonable wear and tear excepted.
Conditions of Assets. 21 SECTION 3.21
Conditions of Assets. To the knowledge of the Company, except as set forth in Section 3.20 of the Disclosure Schedule, all tangible personal property, fixtures and equipment which comprise the assets of the Company and the Subsidiaries, or are otherwise used in connection with the Business, are in a good state of repair (ordinary wear and tear excepted) and operating condition.
Conditions of Assets. All material tangible assets of CUSA, other than the Process Plant, are in good working condition and good repair, ordinary wear and tear excepted, and comply with all standards and requirements of all applicable governmental authorities. Both parties acknowledge that the Process Plant is not in good working condition, that Seven Peaks has fully inspected the Process Plant, that Seven Peaks accepts the Process Plant "As-is, Where-is, and with all faults," and that the foregoing sentence shall not apply to the Process Plant.
Conditions of Assets. (a) Empak owns good and marketable title to each of the tangible personal properties and tangible and intangible assets reflected on the Empak Latest Balance Sheet, or acquired since the date thereof, free and clear of all liens and encumbrances, except for (i) liens for taxes not yet due or delinquent or being contested in good faith by appropriate proceedings, (ii) liens identified in the Empak Disclosure Statement, (iii) assets disposed of since the Empak Balance Sheet Date in the ordinary course of business, (iv) liens imposed by law and incurred in the ordinary course of business for obligations not yet due or delinquent and (v) liens in respect of pledges or deposits under workers' compensation laws.
(b) The buildings, equipment and other tangible assets used by Empak in the conduct of its business are, in all material respects, in good condition and repair, ordinary wear and tear excepted, and are adequate and suitable for the purposes for which they are currently being used.
