Common use of Location of Equipment and Inventory Clause in Contracts

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the Company is located at one of the locations shown on Schedule 5.33. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 in the State of New York (the "N.Y.U.C.C.") owned by the Company as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment" as such term is defined in the N.Y.U.C.C. owned by the Company as of October 16, 1997, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the Company, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 7 contracts

Samples: Agreement and Plan of Reorganization (U S a Floral Products Inc), Agreement and Plan of Reorganization (U S a Floral Products Inc), Merger Agreement (U S a Floral Products Inc)

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Location of Equipment and Inventory. All Set forth on SCHEDULE 5.33 is a list of all locations where a filing is required under the UCC (as defined below) with respect to Inventory and Equipment held on the date hereof by the Company is located at one of the locations shown on Schedule 5.33Company. For purposes of this Agreement, (a) the term "Inventory" shall mean --------- any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 the date hereof in the State of New York Ohio (the "N.Y.U.C.C.UCC") owned by the Company --- as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment" as such term is defined in the N.Y.U.C.C. UCC owned --------- by the Company as of October 16, 1997the date hereof, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the Company, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp), Agreement and Plan of Reorganization (Consolidation Capital Corp)

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the Company is and each Subsidiary are located at one of the locations shown on Schedule 5.334.32. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 the date hereof in the State of New York California (the "N.Y.U.C.C.Cal. U.C.C.") owned by the Company or any Subsidiary as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment," as such term is defined in the N.Y.U.C.C. Cal.U.C.C. in effect on the date hereof, owned by the Company as of October 16, 1997or any Subsidiary, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the CompanyCompany or any Subsidiary, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Genesisintermedia Com Inc), Agreement and Plan of Reorganization (Genesisintermedia Com Inc)

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the Company is located at one of the locations shown on Schedule 5.333.34. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16July 15, 1997 1998 in the State of New York Illinois (the "N.Y.U.C.C.I.U.C.C.") owned by the Company as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, goods wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefromproduction --from raw materials through work-in-process to finished goods; and (b) the term "Equipment" shall mean any "equipment" as such term is defined in the N.Y.U.C.C. I.U.C.C. owned by the Company as of October 16, 1997the date hereof, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the CompanyCompany as of the date hereof, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Aztec Technology Partners Inc /De/)

Location of Equipment and Inventory. All Set forth on SCHEDULE 5.32 is a list of all locations where a filing is required under the UCC (as defined below) with respect to Inventory and Equipment held on the date hereof by the Company is located at one of the locations shown on Schedule 5.33or any Subsidiary. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform --------- Commercial Code as in effect on October 16, 1997 the date hereof in the State of New York states listed on SCHEDULE 5.32 (the "N.Y.U.C.C.UCC") owned by the Company and each Subsidiary as of the date hereof, --- and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean --------- any "equipment" as such term is defined in the N.Y.U.C.C. UCC owned by the Company and each Subsidiary as of October 16, 1997the date hereof, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the CompanyCompany and each Subsidiary , wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

Location of Equipment and Inventory. All Set forth on SCHEDULE 5.33 is a list of all locations where a filing is required under the UCC (as defined below) with respect to Inventory and Equipment held on the date hereof by the Company is located at one of the locations shown on Schedule 5.33Company. For purposes of this Agreement, (a) the term "Inventory" shall mean --------- any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 the date hereof in the State of New York Florida (the "N.Y.U.C.C.UCC") owned by the --- Company as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment" as such term is defined in the N.Y.U.C.C. UCC owned --------- by the Company as of October 16, 1997the date hereof, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the Company, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the Company is and each Subsidiary are located at one of the locations shown on Schedule 5.336.32. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 the date hereof in the State of New York California (the "N.Y.U.C.C.Cal. U.C.C.") owned by the Company or any Subsidiary as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment," as such term is defined in the N.Y.U.C.C. Cal.U.C.C. in effect on the date hereof, owned by the Company as of October 16, 1997or any Subsidiary, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the CompanyCompany or any Subsidiary, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Merger Agreement (Genesisintermedia Com Inc)

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the Company is Companies are located at one of the locations shown on Schedule 5.334.33. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 in the State of New York (the "N.Y.U.C.C.") owned by the Company Companies as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment," as such term is defined in the N.Y.U.C.C. owned by the Company in effect as of October 16, 1997, owned by the Companies, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the CompanyCompanies, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (U S a Floral Products Inc)

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Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by each of the Company Partnerships is located at one of the locations shown on Schedule 5.33. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 in the State of New York (the "N.Y.U.C.C.") owned by either of the Company Partnerships as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment" as such term is defined in the N.Y.U.C.C. owned by either of the Company Partnerships as of October 16, 1997, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by each of the CompanyPartnerships, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Purchase Agreement (U S a Floral Products Inc)

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the Company Partnership is located at one of the locations shown on Schedule 5.33. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 in the State of New York (the "N.Y.U.C.C.") owned by the Company Partnership as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment" as such term is defined in the N.Y.U.C.C. owned by the Company Partnership as of October 16, 1997, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the CompanyPartnership, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (U S a Floral Products Inc)

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the Company is located at one of the locations shown on Schedule 5.33Company’s Chief Executive Office. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 the date hereof in the State of New York California (the "N.Y.U.C.C."“Cal. U.C.C.”) owned by the Company as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment" ,” as such term is defined in the N.Y.U.C.C. Cal. U.C.C. in effect on the date hereof, owned by the Company as of October 16, 1997Company, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the Company, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (VRDT Corp)

Location of Equipment and Inventory. All Set forth on SCHEDULE 5.33 is a list of all locations where a filing is required under the UCC (as defined below) with respect to Inventory and Equipment held on the date hereof by the Company is located at one of the locations shown on Schedule 5.33Company. For purposes of this Agreement, (a) the term "Inventory" shall mean any --------- "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 the date hereof in the State of New York Arizona (the "N.Y.U.C.C.UCC") owned by the Company as --- of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall --------- mean any "equipment" as such term is defined in the N.Y.U.C.C. UCC owned by the Company as of October 16, 1997the date hereof, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the Company, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Consolidation Capital Corp)

Location of Equipment and Inventory. All Inventory and Equipment held on the date hereof by the any Company is located at one of the locations shown on Schedule 5.33. For purposes of this Agreement, (a) the term "Inventory" shall mean any "inventory" as such term is defined in the Uniform Commercial Code as in effect on October 16, 1997 in the State of New York (the "N.Y.U.C.C.") owned by the any Company as of the date hereof, and, in any event, shall include, but shall not be limited to, all merchandise, inventory and goods, and all additions, substitutions and replacements thereof, wherever located, together with all goods, supplies, incidentals, packaging materials, labels, materials and any other items used or usable in manufacturing, processing, packaging or shipping same; in all stages of production, and all proceeds therefrom; and (b) the term "Equipment" shall mean any "equipment" as such term is defined in the N.Y.U.C.C. owned by the any Company as of October 16, 1997, and, in any event, shall include, but shall not be limited to, all machinery, equipment, furnishings, fixtures and vehicles owned by the any Company, wherever located, together with all attachments, components, parts, equipment and accessories installed thereon or affixed thereto.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (U S a Floral Products Inc)

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