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Movable Assets Sample Clauses

Movable Assets. (a) The Pledgor is the sole legal and beneficial owner of the Movable Assets. (b) The Movable Assets are, at the moment of the Pledge becoming effective in accordance with Clause 3 (Effectiveness (Perfection) of Pledge) and at all times thereafter, freely transferrable (subject to the limitations under the Clause 6.9.1 f of the Shareholders’ Agreement and Clause 16.36 of the Sale and Lease Back Agreement, in each case in wording effective on the date of this Agreement) and are capable of being a subject of the Pledge without any restriction whatsoever and the Pledgor has not performed any act on the basis of which the transferability of the Movable Assets (subject to the limitations under the Clause 6.9.1 f of the Shareholders’ Agreement and Clause 16.36 of the Sale and Lease Back Agreement, in each case in wording effective on the date of this Agreement) and their capability to be a subject of the Pledge might become restricted. (c) The Movable Assets are free and clear of any Security (other than the Pledge), no contract or arrangement, conditional or unconditional, exists for the creation of any Security over the Movable Assets (other than under this Agreement) and the Pledgor is not aware of any circumstances that could permit creation of a Security over the Movable Assets (other than under this Agreement). (d) To the best knowledge and belief of the Pledgor (having made due and careful enquiry), no litigation, arbitration or administrative proceedings or investigations of, or before, any court, arbitral body or agency which, if adversely determined, are reasonably likely to adversely affect the Movable Assets have been started or threatened. (e) The Movable Assets are insured by renowned insurance companies in compliance with requirements set forth in the Facilities Agreement. (f) The Pledgee has been provided with all information in respect of the Movable Assets, which is, or might be necessary in connection with the creation, perfection and maintenance of the Pledge and with assessing the value and quality of the Pledge and of the Movable Assets and all such information is true, correct and complete. (g) Prior to the execution of this Agreement, the Pledgor handed over to the Pledgee the original or a certified copy of a hand-over protocol duly executed by the Pledgor and the Borrower pursuant to which the Movable Assets were handed over to the Borrower in the Slovak Republic. (h) All Movable Assets are and will be located at the territory of the Sl...
Movable Assets. Any movable assets brought onto the Designated Site or placed in the Building shall remain the property of the Lessee, and shall be capable of removal at the termination of this Lease.
Movable Assets. (a) The VRV Group’s companies have full and sole title and undisturbed possession of machinery, systems, equipment, fixtures, tools, vehicles and of the other movable assets shown in the Reference Financial Statements and in the assets register, free from Encumbrances. (b) All machinery, systems, equipment, fixtures, tools, vehicles and the other movable assets owned or used by the VRV Group’s companies (pursuant to lease agreements, leasing or otherwise) in the carrying out and for the carrying out of the Relevant Business: (i) have been purchased and/or are held by the same pursuant to valid and effective agreements, compliant with applicable provisions of Law, that create valid, effective and binding obligations for the parties thereto, applicable to, and enforceable against, each of them according to the terms contained therein; (ii) are existing; (iii) if owned by the VRV Group, are free from Encumbrances and freely transferable; (iv) are functioning and suitable for the use for which they are designed subject to normal wear and tear; (v) are in good state of preservation and maintenance also in compliance with the manufacturer’s instructions; (vi) are substantially complaint with all applicable Laws (including safety laws).
Movable AssetsAt any time after termination of this Agreement and with respect to each movable asset of the CONCESSIONAIRE in the Republic, which the CONCESSIONAIRE desires to sell (other than to an Affiliate at market price), the GOVERNMENT shall have the first option to purchase such asset at the fair market price thereof, such price to be paid in Dollars. If the GOVERNMENT does not exercise such option within thirty (30) days after being informed by the CONCESSIONAIRE that it desires to sell such asset, then the CONCESSIONAIRE may sell such asset to any Person, including the GOVERNMENT, for such price as it may be able to obtain therefor, or remove such asset from the Republic without Taxes and Duties or other liability to the GOVERNMENT. If, however, the GOVERNMENT purchases any such asset, it shall pay the purchase price within sixty (60) days after such price has been agreed upon or determined, unless the Parties hereto otherwise agree.
Movable Assets. The moveable assets that are included in the Transferred Assets are in normal working order, ordinary wear and tear excepted and having regard to their respective age and use.
Movable AssetsAt any time after termination of this Agreement and with respect to each movable asset of Investor in Liberia, which Investor desires to sell, Government shall have the first option to purchase such asset at the fair market price thereof, such price to be paid in Dollars. If Government does not exercise such option within ninety (90) days after being informed by Investor that it desires to sell such asset, Investor may sell such asset to any other Person, including Government or an Affiliate, for such price as it may be able to obtain, or remove such asset from Liberia. The proceeds of any such sale shall accrue to the Investor subject to any Taxes or Duties payable at Law. If Government purchases any such asset, it shall pay the purchase price not later than sixty (60) days after such price has been agreed upon or determined, unless the Parties otherwise agree.
Movable Assets i. All the machinery, capital goods, installations and other movable property owned or used by the Group Companies relevant or necessary to the business of the Group Companies: 1. are, where capable of possession, in the possession or under the control of the relevant Group Company; and 2. are free and clear from Encumbrances, except for Encumbrances to be cancelled on the Completion Date, upon payment of the Consideration.
Movable Assets. 8.6.1. Each asset included in the accounts and each asset used by the Company or which is in the reputed ownership of the Company is (a) legally and solely owned by the Company free of any Encumbrance except for the pledges constituted over the Company’s movable assets in favour of Credit Europe Bank Romania S.A. and (ii) where capable of possession, in the possession or under the control of the Company. 8.6.2. All assets owned, possessed or used by the Company are in good condition and normal wear and tear as per the working order and have been regularly checked and properly maintained by the Company and used in accordance with the destination thereof. 8.6.3. The electronic equipments used by the Company for the activity thereof are adequately installed and functioning in good operating condition and the maintenance and repair thereof have been performed so that the business of the Company will not be materially affected or there will be major disruptions of the Company’s activity. 8.6.4. The assets owned by the Company are sufficient to enable the Company to perform its telecommunication business in the ordinary course of business as performed prior to the Signing Date and observe the legal requirements and standards applicable to the provisions enacted and standards imposed in the telecommunication field.
Movable Assets. (a) Each company of the Target Group has full and sole title and undisturbed possession of machinery, systems, equipment, fixtures, tools, vehicles and of the other movable assets shown in the Reference Financial Statements and in the assets register, free from Encumbrances. (b) All machinery, systems, equipment, fixtures, tools, vehicles and the other movable assets owned or used by each company of the Target Group (pursuant to lease agreements, leasing or otherwise) in the carrying out and for the carrying out of the Relevant Business: (i) have been purchased or are hold by the same pursuant to valid and effective agreements, fully compliant with all applicable provisions of Law, that create valid, effective and binding obligations for the parties thereto, applicable to, and enforceable against, each of them according to the terms contained therein; (ii) are existing; (iii) are free from Encumbrances and freely transferable; (iv) are functioning and suitable for the use for which they are destined subject to normal wear and tear; (v) are in good state of preservation and maintenance also in compliance with the manufacturer’s instructions; (vi) are substantially complaint with all applicable Laws (including safety laws).
Movable Assets. A] Save as disclosed, the Seller is the owner both legally and beneficially and have good and marketable title to (or is otherwise able to procure the sale hereunder to the Buyer by the legal and beneficial owner who has good and marketable title to) all the Movable Assets free from any encumbrance or any third party claim and all such assets are within the control or possession of the Seller;