Ownership of Operating Assets Sample Clauses

Ownership of Operating Assets. The Borrower or an Operating Subsidiary of the Borrower will have, at all times, good legal title of all the Operating Assets subject to no Lien other than Permitted Liens.
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Ownership of Operating Assets. Private Entity has good and marketable title to, or holds a valid lease to, (the "Operating Leases"), all of its office equipment, furniture, motor vehicles and other tangible personal property (collectively, the "Operating Assets") owned or used by it in its business, free and clear of all restrictions, liens, claims and other encumbrances except as set forth in SCHEDULE 5.9
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Ownership of Operating Assets. Each of Himark Hong Kong and Himark Beijing has good title, free and clear of all title defects, objections and Liens, including without limitation, leases, chattel mortgages, conditional sales contracts, collateral security arrangements and other title or interest-retaining arrangements, to any machinery, equipment, furniture, inventory and other personal property reflected on Schedule 3.13. Except as set forth on Schedule 3.13, all of the foregoing personal property is in first class operating condition. All of the leases to personal property utilized in the Himark Business are valid and enforceable and are not in default.
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Ownership of Operating Assets. Division-Tel has good and marketable title to, or holds a valid lease to, (the "Operating Leases"), all of its office equipment, furniture, motor vehicles and other tangible personal property (collectively, the "Operating Assets") owned or used by it in its business, free and clear of all restrictions, liens, claims and other encumbrances except as set forth in Schedule 4.2.4
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Ownership of Operating Assets. NCS has good and marketable title to, or holds under lease (the "Operating Leases"), all of its office equipment, furniture, motor vehicles and other tangible personal property (collectively, the "Operating Assets") owned or used by it in its business, free and clear of all restrictions, liens, claims and other encumbrances except as set forth in EXHIBIT A.
Sample 1
Ownership of Operating Assets. 22.1 Save in respect of any Property and any Investment Assets, and so far as the Seller is aware, each of the assets used by any Group Member for the purposes of carrying on its business and which are material to the business of the Group Member is owned beneficially by the relevant Group Member or the relevant Group Member is entitled to use that asset substantially as used as at the date of this agreement. 22.2 Save in respect of any Property and any Investment Assets, and so far as the Seller is aware, no option, right to acquire, mortgage, charge, pledge, lien (other than a lien arising by operation of law in the ordinary course of trading) or other form of security interest or encumbrance or equity on, over or affecting the whole or any material part of the undertaking or assets of any Group Member (including any investment in any other Group Member) is outstanding and there is no agreement or commitment to give or create any and no claim has been made by any person to be entitled to any.
Sample 1
Ownership of Operating Assets. The Borrower or Equipmentco ----------------------------- will have, at all times, good legal title of all the Operating Assets subject to no Lien other than Permitted Liens.
Sample 1
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Related to Ownership of Operating Assets

  • Conduct of Operations The Board of Directors and the General Partner shall use commercially reasonable efforts to conduct the business of the Partnership and its Affiliates in a manner that does not require a holder of Common Units to file a tax return in any jurisdiction with which the holder has no contact other than through ownership of Common Units.

  • Ownership of Other Entities Other than the subsidiaries of the Company listed in Exhibit 21 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, the Company, directly or indirectly, owns no capital stock or other equity or ownership or proprietary interest in any corporation, partnership, association, trust or other entity.

  • Company Ownership of Other Entities The Company does not own an interest in any corporation, partnership, limited liability company, joint venture, trust or other entity.

  • TRANSFER OF OPERATIONS Purchaser shall be entitled to immediate possession of, and to exercise all rights arising under, the Assets from and after the time that the Restaurants open for business on the Closing Date, and operation of the Restaurants shall transfer at such time (the "Effective Time"). Except as expressly provided in this Agreement, all profits, losses, liabilities, claims, or injuries arising before the Effective Time shall be solely to the benefit or the risk of Seller. All such occurrences after the Effective Time shall be solely to the benefit or the risk of Purchaser. The risk of loss or damage by fire, storm, flood, theft, or other casualty or cause shall be in all respects upon Seller prior to the Effective Time and upon the Purchaser thereafter.

  • Ownership of Subsidiaries The Borrower will, and will cause each of its Subsidiaries to, take such action from time to time as shall be necessary to ensure that each of its Subsidiaries is a wholly owned Subsidiary.

  • Statement of Operations Statement of Changes in Net Assets.

  • Ownership of the Property (a) Lessor and Lessee intend that (i) for financial accounting purposes with respect to Lessee (A) this Lease will be treated as an "operating lease" pursuant to Statement of Financial Accounting Standards (SFAS) No. 13, as LEASE amended, (B) Lessor will be treated as the owner and lessor of the Properties and (C) Lessee will be treated as the lessee of the Properties, but (ii) for federal, state and local income tax and all other purposes (A) this Lease will be treated as a financing arrangement, (B) the Lenders will be treated as senior lenders making loans to Lessee in an amount equal to the Loans, which Loans will be secured by the Properties, (C) Lessor will be treated as a subordinated lender making a loan to Lessee in an amount equal to the Investor Contribution, which loan is secured by the Properties, and (D) Lessee will be treated as the owner of the Properties and will be entitled to all tax benefits ordinarily available to an owner of property like such Property for such tax purposes. Nevertheless, Lessee acknowledges and agrees that none of the Participants has made any representations or warranties to Lessee concerning the tax, accounting or legal characteristics of the Operative Agreements and that Lessee has obtained and relied upon such tax, accounting and legal advice concerning the Operative Agreements as it deems appropriate. The parties hereto will not take any position inconsistent with the intentions expressed herein. (b) Lessor and Lessee further intend and agree that, for the purpose of securing Lessee's obligations for the repayment of the above-described loans, (i) this Lease shall also be deemed to be a security agreement and financing statement within the meaning of Article 9 of the Uniform Commercial Code and a real property mortgage or deed of trust, as applicable; (ii) the conveyance provided for in Section 2 shall be deemed a grant of a security interest in and a mortgage lien on Lessee's right, title and interest in the Properties (including the right to exercise all remedies as are contained in the applicable Lease Supplement and Memorandum of Lease upon the occurrence of a Lease Event of Default) and all proceeds of the conversion, voluntary or involuntary, of the foregoing into cash, investments, securities or other property, whether in the form of cash, investments, securities or other property, for the benefit of Lessor to secure Lessee's payment of all amounts owed by Lessee under this Lease and the other Operative Agreements and Lessor holds title to the Properties so as to create and grant a first lien and prior security interest in each Property pursuant to this Lease for the benefit of the Administrative Agent under the Assignment of Lease, to secure to the Administrative Agent the obligations of Lessee under the Lease; (iii) the possession by Lessor or any of its agents of notes and such other items of property as constitute instruments, money, negotiable documents or chattel paper shall be deemed to be "possession by the secured party" for purposes of perfecting the security interest pursuant to Section 9-305 of the Uniform Commercial Code; and (iv) notifications to Persons holding such property, and acknowledgments, receipts or confirmations from financial intermediaries, bankers or agents (as applicable) of Lessee shall be deemed to have been given for the purpose of perfecting such security interest under applicable law. Lessor and Lessee shall, to the extent consistent with this Lease, take such actions as may be necessary to ensure that, if this Lease were deemed to create a security interest in the Properties in accordance with this Section, such security interest would be deemed to be a perfected security interest of first priority under applicable law and will be maintained as such throughout the Term. Nevertheless, Lessee acknowledges and agrees that no Participant has provided or will provide tax, accounting or legal advice to Lessee regarding this Lease, the Operative Agreements or the transactions contemplated hereby and thereby, or made any representations or warranties concerning the tax, accounting or legal characteristics of the Operative Agreements, and that Lessee has obtained and relied

  • Ownership of Seller Credit Acceptance is the sole owner of the membership interests of the Seller, all of which are fully paid and nonassessable and owned of record, free and clear of all mortgages, assignments, pledges, security interests, warrants, options and rights to purchase.

  • CONTINUITY OF OPERATION Section 1: No Strikes, Work Stoppages or Lockouts

  • Control of Operations Without in any way limiting any party’s rights or obligations under this Agreement, the parties understand and agree that (a) nothing contained in this Agreement shall give Parent or the Company, directly or indirectly, the right to control or direct the other party’s operations prior to the Effective Time and (b) prior to the Effective Time, each of the Company and Parent shall exercise, consistent with the terms and conditions of this Agreement, complete control and supervision over its operations.

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