Common use of Dealership Assets Clause in Contracts

Dealership Assets. Except for non-default liens securing floor plan inventory debt to be satisfied on the Closing Date, Contributor is the owner of, and has, good and marketable title to all of the Assets (including intangible assets such as websites and domain names); all of the Assets will be transferred to NewCo free and clear of all liens and encumbrances; and all of the Assets to be sold under the terms of this Agreement will be conveyed on the Closing Date “AS IS” and “With All Faults.” Contributor does not utilize any tangible or intangible personal property (e.g., websites, delivery vehicles, trade names, off-site storage facilities, no equipment leases, etc.) or real estate in their operation of the Dealership that is not either being contributed to NewCo as an Asset or subject of the Real Estate Contract.

Dealership Assets. Except for non-default liens securing floor plan inventory debt to be satisfied on the Closing Date, Contributor is Contributors are the owner owners of, and hashave, good and marketable title to all of the Assets (including intangible assets such as websites and domain names); all of the Assets will be transferred to NewCo NewCos free and clear of all liens and encumbrances; and all of the Assets to be sold under the terms of this Agreement will be conveyed on the Closing Date “AS IS” and “With All Faults.” Contributor does Contributors do not utilize any tangible or intangible personal property (e.g., websites, delivery vehicles, trade names, off-site storage facilities, no equipment leases, etc.) or real estate in their operation of the Dealership Dealerships that is not either being contributed to NewCo NewCos as an Asset or subject of the Real Estate Contract.