Other Business Assets Sample Clauses

Other Business Assets. (a) After the Closing, Seller shall, and shall cause its Affiliates to, use commercially reasonable efforts to deliver the Other Business Assets to the Zhuhai Facility in order to effect the Asset Transfer by December 31, 2012. The Other Business Assets may be delivered to the Zhuhai Facility in one or more shipment, but all of the Other Business Assets must be delivered by March 31, 2013. (b) Until each of the Other Business Assets transferred to the Buyer or the Company in an Asset Transfer pursuant to Section 2.02, Seller shall, and Seller shall cause its Affiliates: (i) To maintain such Other Business Assets in substantially the same condition as they are on the date of this Agreement; (ii) Not to sell, lease, license, assign, exchange, pledge, mortgage, encumber, abandon or otherwise transfer or create or incur any Lien (other than Permitted Liens) against any Other Business Asset; and (iii) Not to fail to comply in any material respect with any Applicable Law relating to the Other Business Assets.
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Other Business Assets. 9.30.1 The Transferred Assets of the Business, including the rights granted to the Purchaser pursuant to Clause 8.16, constitute all of the properties and assets used in or necessary for the Purchaser to perform its obligations under the NPNC API Supply Agreement.
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Other Business Assets. All assets (real or personal, tangible or intangible), other than those of a nature or type described in the foregoing clauses (a) through (k), owned by a Seller and used primarily in the EPDM Business or the Rubber Chemicals Business, but excluding the PPD Equipment. Notwithstanding the foregoing, the transfer of the Purchased Assets pursuant to this Agreement shall not include the assumption of any of the Liabilities of the Sellers related to the Purchased Assets unless the Purchaser expressly assumes any such Liabilities pursuant to Section 2.5.
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Other Business Assets. Except as otherwise provided in Section 1.2 below, all other assets and properties of every kind and nature owned or held by either of the Companies, or in which either of the Companies has an interest, known or unknown, fixed, unfixed, choaxx xx inchoate, accrued, absolute, contingent, or otherwise, whether or not specifically referred to in this Agreement, but in each case only if primarily used or held for use in the conduct of the Business ("OTHER BUSINESS ASSETS").
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Other Business Assets. Seller agrees to sell the Other Business Assets to Buyer, and Buyer agrees to purchase the Other Business Assets from Seller, on all of the terms, covenants and conditions provided herein.
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Other Business Assets. Any assets, properties and rights that relate to, or are used or held for use by Seller or any of its Affiliates in connection with the operation of, or in combination with, any business other than the Business.
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Other Business Assets. All other assets (tangible and intangible) of Sellers, other than of the kind specified in clauses (a) through (l) above, used primarily or exclusively in the conduct of the Business. After the Closing, Sellers and Purchaser shall take all action (or shall cause its Affiliates to take all actions) reasonably requested by any other Party to effect the provisions of this Section 2.1, including the transfer of any Purchased Assets that are not transferred inadvertently at Closing.
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Related to Other Business Assets

  • Other Businesses Each Member and Manager may engage in any business whatsoever, including a business that is competitive with the business of the Company, and the other Members shall have no interest in such businesses and no claims on account of such businesses, whether such claims arise under the doctrine of “corporate opportunity,” an alleged fiduciary obligation owed to the Company or its members, or otherwise. Without limiting the preceding sentence, the Members acknowledge that the Manager and/or its affiliates intend to sponsor, manage, invest in, and otherwise be associated with other entities and business investing in the same assets classe(es) as the Company, some of which could be competitive with the Company. No Member shall have any claim against the Manager or its affiliates on account of such other entities or businesses.

  • Other Business Ventures The Executive agrees that, so long as he is employed by the Company, he will not own, directly or indirectly, any controlling or substantial stock or other beneficial interest in any business enterprise which is engaged in, or competitive with, any business engaged in by the Company. Notwithstanding the foregoing, the Executive may own, directly or indirectly, up to 5% of the outstanding capital stock of any business having a class of capital stock which is traded on any national stock exchange or in the over-the-counter market.

  • Business Assets The Company Assets comprise all of the property and assets of the Business, and none of the Vendor or the Significant Shareholders nor any other person, firm or corporation owns any assets used by the Company in operating the Business, whether under a lease, rental agreement or other arrangement;

  • Other Business Interests The Trustees shall devote to the affairs of the Trust (including every Series thereof) such time as may be necessary for the proper performance of their duties hereunder, but neither the Trustees nor the officers, directors, shareholders, partners or employees of the Trustees, if any, shall be expected to devote their full time to the performance of such duties. The Trustees, or any Affiliate, shareholder, officer, director, partner or employee thereof, or any Person owning a legal or beneficial interest therein, may engage in, or possess an interest in, any business or venture other than the Trust or any Series thereof, of any nature and description, independently or with or for the account of others. None of the Trust, any Series thereof or any Shareholder shall have the right to participate or share in such other business or venture or any profit or compensation derived therefrom.

  • Other Business Activities During the Term, Employee will not, without the prior written consent of the Company, directly or indirectly engage in any other business activities or pursuits whatsoever, except activities in connection with any charitable or civic activities, personal investments and serving as an executor, trustee or in other similar fiduciary capacity; provided, however, that such activities do not interfere with his performance of his responsibilities and obligations pursuant to this Agreement.

  • Other Business The Member may engage in or possess an interest in other business ventures (unconnected with the Company) of every kind and description, independently or with others. The Company shall not have any rights in or to such independent ventures or the income or profits therefrom by virtue of this Agreement.

  • Other Business Activities of the Holders Each Holder acknowledges that the other Holders may make loans or otherwise extend credit to, and generally engage in any kind of business with, any Borrower Party Affiliate, and receive payments on such other loans or extensions of credit to any Borrower Party Affiliate and otherwise act with respect thereto freely and without accountability, but only if none of the foregoing violate the Mortgage Loan Documents, in the same manner as if this Agreement and the transactions contemplated hereby were not in effect.

  • Separate Business CAC shall not: (i) fail to maintain separate books, financial statements, accounting records and other corporate documents from those of Funding; (ii) commingle any of its assets or the assets of any of its Affiliates with those of Funding (except to the extent that CAC acts as the Servicer of the Loans); (iii) pay from its own assets any obligation or indebtedness of any kind incurred by Funding (or the Trust); and (iv) directly, or through any of its Affiliates, borrow funds or accept credit or guaranties from Funding.

  • The Business The parties acknowledge that the Company is engaged in the development, marketing and sale of certain proprietary technologies, processes and related products in the areas of chemical detection, technical processes, and technical/business services, and that the Company may also from time to time become or may intend to become engaged in other business endeavors (individually and collectively, the "BUSINESS"). The Company shall be deemed to intend to become engaged in a business endeavor if it has devoted or expended any significant resources, either financial or human resources, towards the proposed endeavor, either in planning or implementing the undertaking of such planned endeavor.

  • Other Business Activities of the Note Holders Each Note Holder acknowledges that each other Note Holder or its Affiliates may make loans or otherwise extend credit to, and generally engage in any kind of business with, the Mortgage Loan Borrower or any Affiliate thereof, any entity that is a holder of debt secured by direct or indirect ownership interests in the Mortgage Loan Borrower or any entity that is a holder of a preferred equity interest in the Mortgage Loan Borrower (each, a “Mortgage Loan Borrower Related Party”), and receive payments on such other loans or extensions of credit to Mortgage Loan Borrower Related Parties and otherwise act with respect thereto freely and without accountability in the same manner as if this Agreement and the transactions contemplated hereby were not in effect.

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