Common use of Owned Personal Property Clause in Contracts

Owned Personal Property. Except as set forth on Schedule 3.24(a), the Company and its Subsidiaries have good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and its Subsidiaries) who are in possession of or who are using any such item of personal property.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Softnet Systems Inc), Stock Purchase Agreement (Madison Investors Corp), Stock Purchase Agreement (Independence Holding Co)

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Owned Personal Property. Except as set forth on in Schedule 3.24(a---------------------- 3.14(b), the Company and its Subsidiaries have good and marketable title to Companies own all such personal property owned by itthem, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leasesleases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company Companies, and its Subsidiariestheir Personnel in their capacity as such) who are in possession of or who are using any such item of personal property.;

Appears in 2 contracts

Samples: Acquisition Agreement and Plan of Reorganization (Smithfield Foods Inc), Agreement and Plan of Reorganization (Smithfield Foods Inc)

Owned Personal Property. Except as set forth on Schedule 3.24(a3.9(b), the Company and its Subsidiaries have RedChip has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and its SubsidiariesRedChip) who are in possession of or who are using any such item of personal property.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Freerealtime Com Inc), Agreement and Plan of Merger (Freerealtime Com Inc)

Owned Personal Property. Except as set forth on Schedule 3.24(a)in Section 3.9(b) of Appendix III, the Company and its Subsidiaries have has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and or its Subsidiariesemployees, agents or representatives) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aims Worldwide Inc)

Owned Personal Property. Except as set forth on Schedule 3.24(a3.9(b), the Company and its Subsidiaries have has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and its SubsidiariesCompany) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Essential Therapeutics Inc)

Owned Personal Property. Except as set forth on Schedule 3.24(a3.9(b), the Company and its Subsidiaries have each Subsidiary of the Company has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leasesleases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and or its Subsidiaries) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hanover Compressor Coc)

Owned Personal Property. Except as set forth on Schedule 3.24(a), the Company and its Subsidiaries have Resources has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal propertyproperty (except licenses of Proprietary Rights in the ordinary course of business), (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and its SubsidiariesResources) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Intelligroup Inc)

Owned Personal Property. Except as set forth on in Schedule 3.24(a3.14(b), the Company and its Subsidiaries have good and marketable title to Companies own all such personal property owned by itthem, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leasesleases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company Companies, and its Subsidiariestheir Personnel in their capacity as such) who are in possession of or who are using any such item of personal property.;

Appears in 1 contract

Samples: Acquisition Agreement (Smithfield Foods Inc)

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Owned Personal Property. Except as set forth on Schedule 3.24(a3.9(b), ----------------------- --------------- the Company and its Subsidiaries have has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and its SubsidiariesCompany) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Microcide Pharmaceuticals Inc)

Owned Personal Property. Except as set forth on Schedule 3.24(aSCHEDULE 3.9(b), the Company and its Subsidiaries have has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and its SubsidiariesCompany) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Guitar Center Inc)

Owned Personal Property. Except as set forth on Schedule 3.24(a3.9(b), the Company and its Subsidiaries have has good and marketable title to all such personal property owned by it, free and clear of any and all Encumbrances other than Permitted Encumbrances. With respect to each such item of personal property (i) there are no Leasesleases, subleases, licenses, options, rights, concessions or other agreements, written or oral, granting to any party or parties the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and its SubsidiariesCompany) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tegal Corp /De/)

Owned Personal Property. Except as set forth on Schedule 3.24(a)in Section 4.8(b) of APPENDIX II, the Company and its Subsidiaries have has good and marketable title to all such personal property Assets owned by itit that are necessary for the conduct of the Business as presently conducted, free and clear of any and all Encumbrances Encumbrances, other than Permitted Encumbrances. With respect to each such item of personal property necessary for the conduct of its Business (i) there are no Leases, subleases, licenses, options, rights, concessions or other agreements, written or oral, Leases granting to any party or parties Person the right of use of any portion of such item of personal property, (ii) there are no outstanding options or rights of first refusal in favor of any other party to purchase any such item of personal property or any portion thereof or interest therein and (iii) there are no parties (other than the Company and or its Subsidiariesemployees, agents or representatives) who are in possession of or who are using any such item of personal property.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Verticalnet Inc)

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