Equipment and Fixed Assets. (a) The Sellers and their Subsidiaries have good and marketable title to all Equipment and Fixed Assets, free and clear of all Encumbrances other than Permitted Encumbrances, except where the failure to have such good and marketable title would not reasonably be expected, individually or in the aggregate, to be material to the Purchased Business or materially delay or impair any of the transactions contemplated hereby.
(b) Except as would not reasonably be expected to have a Material Adverse Effect, all Equipment and Fixed Assets are in good operating condition and state of repair for the purposes for which they are used by the Sellers and their Subsidiaries in the operation of the Purchased Business, normal wear and tear excepted.
Equipment and Fixed Assets. All tangible personal property of every kind and description that is used primarily in the operation of the Business and located in the State of Florida (such tangible personal property collectively, the “Equipment and Fixed Assets”);
Equipment and Fixed Assets. The tangible personal property, including the buildings, structures, improvements, facilities, fixtures, machinery, equipment, fixed assets, furniture, tools, automobiles, trucks, loaders and other vehicles, maintenance equipment and materials and other tangible personal property and any replacements of tangible personal property acquired prior to the Effective Time set forth on Schedule 2.1(1) (collectively, the “Equipment and Fixed Assets”);
Equipment and Fixed Assets. The Equipment and Fixed Assets are in general working order in all Material respects, reasonable wear and tear and depreciation because of age excepted.
Equipment and Fixed Assets. The Sellers and their Subsidiaries have good and marketable title to all Equipment and Fixed Assets, free and clear of all Encumbrances other than Permitted Encumbrances, except where the failure to have such good and marketable title would not reasonably be expected to be material to the Purchased Business.
Equipment and Fixed Assets. All machinery, equipment, tools, work stations, and all other tangible personal property of Seller that is necessary to operate, or primarily used in, the Software Business, including without limitation, such tangible personal property listed on Schedule 2.1
(a) hereto;
Equipment and Fixed Assets. Seller has used the equipment and fixed assets being sold to Purchaser hereunder in its operation of the Elset Business and such equipment and fixed assets currently are in good operating condition sufficient for use in the Elset Business. Seller is not aware of any significant problems with such equipment and fixed assets. Except as set forth above, all equipment and fixed assets of the Elset Business being sold to Purchaser hereunder are being sold on an "As Is, Where Is" basis, and Seller makes no other representations regarding the quality, usability or salability of such items.
Equipment and Fixed Assets. The tangible personal property set forth on Schedule 1.1(a) (collectively, the “Equipment and Fixed Assets”);
Equipment and Fixed Assets. All tangible personal property of every kind and description (other than data processing hardware and software and inventory), including without limitation all buildings, structures, improvements, plants, facilities, fixtures, machinery, equipment, fixed assets, furniture, tools, automobiles, trucks, loaders and other vehicles, maintenance equipment and materials and all other tangible personal property of every kind and description (other than data processing hardware and software), as set forth on Schedule 2.1(a) (collectively, the "Equipment and Fixed Assets");
Equipment and Fixed Assets. All equipment, storage -------------------------- facilities, transfer systems, laboratory equipment, office furniture, vehicles and transportation equipment, leasehold improvements, tooling, dies, molds and related tooling, dies, molds and fixtures used in the business currently being conducted by Seller (the "Fixed Assets");
