Ownership of Company Assets. Any assets owned by the Company may be registered in the Company’s name, or in the name of a nominee, or in a “street name.”
Ownership of Company Assets. The interest of each Member in the Company shall be personal property for all purposes. All real and other property owned by the Company shall be deemed owned by the Company as Company property. No Member, individually, shall have any direct ownership of such property and title to such property shall be held in the name of the Company.
Ownership of Company Assets. The Company is in possession, and is the sole owner, of all of the Company Assets. The Company Assets represent all, and not less than all, of the assets required or necessary to enable the Company to carry out and continue the Business as presently conducted.
Ownership of Company Assets. Title to all property and assets of the Company whether real or personal and wherever located shall be vested in the name of the Company and no Member shall have any right to possess or use any such property or assets for its own purposes apart from any such use or possession on behalf of the Company in furtherance of the Business.
Ownership of Company Assets. Any assets owned by the Company may be registered in the Company’s name, or in the name of a nominee, or in a “street name.” Any corporation, brokerage firm, swap counterparty, custodian, clearing association, depository or transfer agent called upon to transfer any assets to or from the name of the Company shall be entitled to rely upon instructions or assignments signed by the Manager without inquiry as to the authority of the person signing such instructions or assignments or as to the validity of any transfer to or from the name of the Company; provided, however, that any corporation, brokerage firm, swap counterparty, custodian, clearing association, depositary or transfer agent holding cash or assets of the Company shall be expected to comply with any special instructions concerning payment and delivery given to it in writing by the Manager.
Ownership of Company Assets. 10 3.14 Commitments....................................................................................11 3.15 Insurance......................................................................................12 3.
Ownership of Company Assets. (a) Except as provided under the provisions of the agreements described in Schedule 3.13(a), the Company has and will have as of the Closing Date legal and beneficial ownership of its Assets, free and clear of any and all Liens.
(b) The Company does not own, and has never owned, any real property or any interest therein (including without limitation any option or other right or obligation to purchase any real property or any interest therein). Schedule 3.13(b) sets forth a list of all leases, licenses or similar agreements ("Leases") relating to the Company's use or occupancy of real estate owned by a third party (the "Leased Premises"), true and correct copies of which have previously been furnished to Buyer. The Leases are in full force and effect and have not been amended, and, to the Knowledge of the Company or any of the Shareholders, no party thereto is in default or breach under any such Lease. No event has occurred which, with the passage of time or the giving of notice or both, would cause a material breach of or default under any of such Leases. With respect to each such Leased Premises: (i) the Company has a valid leasehold interest in the Leased Premises, free and clear of any Liens, covenants and easements or title defects that have had or would have an adverse effect on the Company's use and occupancy of the Leased Premises; (ii) the portions of the buildings located on the Leased Premises that are used in the business of the Company are each in good repair and condition, normal wear and tear excepted, and are in the aggregate sufficient to satisfy the Company's current and reasonably anticipated normal business activities as conducted thereat; (iii) each of the Leased Premises
(a) has direct access to public roads or access to public roads by means of a perpetual access easement, such access being sufficient to satisfy the current transportation requirements of the business presently conducted at such parcel; and (b) is served by all utilities in such quantity and quality as are sufficient to satisfy the current normal business activities conducted at such parcel; and (iv) the Company has not received notice of (a) any condemnation, eminent domain or similar proceeding affecting any portion of the Leased Premises or any access thereto, and, to the Knowledge of the Company or any of the Shareholders, no such proceedings are contemplated, or (b) any special assessment which may affect any of the Leased Premises.
(c) Set forth on Schedule 3.13(...
Ownership of Company Assets. Except as set forth in Section 3.8 of the Disclosure Letter, the Company has good and indefeasible or marketable, as appropriate, title to, or a valid leasehold interest in, or a valid license to use, the Company Assets. The Company Assets constitute all of the assets necessary for the operation of the Business and are in the aggregate, in good condition and state of repair, reasonable wear and tear and normal depreciation excepted.
Ownership of Company Assets. 22 9.5 Covenant Not to Disclose ................................ 22 9.6 Other Business Interests of the Members ................. 22 9.7 Transaction With Members or Affiliates .................. 23
Ownership of Company Assets. Notwithstanding any other provision of this Agreement, the Company shall be the sole and exclusive owner of all raw materials, work-in-progress and accounts receivable relating to the Company Products and/or the development, manufacturing, marketing or sale thereof. The Company shall have no ownership of, or claim to, any equipment or facilities unless such equipment or facilities have been expressly contributed, assigned, leased or otherwise conveyed to the Company.
