Personal Property Assets. The Company has good and valid title to (or valid leasehold interest in) all of its personal property and Assets, free and clear of all Liens, except the Permitted Liens and as indicated on Schedule 2.12. The machinery, equipment, computer software and other tangible personal property constituting part of the Assets and all other Assets (whether owned or leased) are in good condition and repair (subject to normal wear and tear) and are reasonably sufficient and adequate in quantity and quality for the operation of the Business as previously and presently conducted. Schedule 2.12 contains a list and description of all tangible personal property owned or leased by the Company with a book value (before depreciation) of $25,000 or more. The Assets constitute all of the assets, which are necessary to operate the Business of the Company as currently conducted.
Appears in 5 contracts
Samples: Stock Purchase and Recapitalization Agreement (WES Consulting, Inc.), Stock Purchase and Recapitalization Agreement (Liberator, Inc.), Stock Purchase and Recapitalization Agreement (Remark Enterprises Inc)
Personal Property Assets. The Company has good and valid title to (or valid leasehold interest in) all of its personal property and Assets, free and clear of all Liens, except the Permitted Liens and as indicated on Schedule 2.12. The machinery, equipment, computer software and other tangible personal property constituting part of the Assets and all other Assets (whether owned or leased) are in good condition and repair (subject to normal wear and tear) and are reasonably sufficient and adequate in quantity and quality for the operation of the Business as previously and presently conducted. Schedule 2.12 contains a list and description of all tangible personal property owned or leased by the Company with a book value (before depreciation) of $25,000 5,000 or more. The Assets constitute all of the assets, which are necessary to operate the Business of the Company as currently conducted.
Appears in 3 contracts
Samples: Stock Purchase and Recapitalization Agreement (Bico Inc/Pa), Stock Purchase and Recapitalization Agreement (Bluestar Health, Inc.), Stock Purchase and Recapitalization Agreement (Bico Inc/Pa)
Personal Property Assets. The Company has good and valid title to (or valid leasehold interest in) all of its personal property and Assets, free and clear of all Liens, except the Permitted Liens and as indicated on Schedule 2.12. The machinery, equipment, computer software and other tangible personal property constituting part of the Assets and all other Assets (whether owned or leased) are in good condition and repair (subject to normal wear and tear) and are reasonably sufficient and adequate in quantity and quality for the operation of the Business as previously and presently conducted. Schedule 2.12 contains a list and description of all tangible personal property owned or leased by the Company with a book value (before depreciation) of $25,000 10,000 or more. The Assets constitute all of the assets, which are necessary to operate the Business of the Company as currently conducted.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Bluestar Health, Inc.), Agreement and Plan of Reorganization (Bluestar Health, Inc.)
Personal Property Assets. The Company OFH has good and valid title to (or valid leasehold interest in) all of its personal property and Assets, free and clear of all Liens, except the Permitted Liens and as indicated on Schedule 2.12. The machinery, equipment, computer software and other tangible personal property constituting part of the Assets and all other Assets (whether owned or leased) are in good condition and repair (subject to normal wear and tear) and are reasonably sufficient and adequate in quantity and quality for the operation of the Business as previously and presently conducted. Schedule 2.12 contains a list and description of all tangible personal property owned or leased by the Company OFH with a book value (before depreciation) of $25,000 or more. The Assets constitute all of the assets, which are necessary to operate the Business of the Company OFH as currently conducted.
Appears in 1 contract
Samples: Acquisition Agreement (Acacia Diversified Holdings, Inc.)
Personal Property Assets. The Company Intent21 has good and valid title to (or valid leasehold interest in) all of its personal property and Assets, free and clear of all Liens, except the Permitted Liens and as indicated on Schedule 2.12. The machinery, equipment, computer software and other tangible personal property constituting part of the Assets and all other Assets (whether owned or leased) are in good condition and repair (subject to normal wear and tear) and are reasonably sufficient and adequate in quantity and quality for the operation of the Business as previously and presently conducted. Schedule 2.12 contains a list and description of all tangible personal property owned or leased by the Company Intent21 with a book value (before depreciation) of $25,000 10,000 or more. The Assets constitute all of the assets, which are necessary to operate the Business of the Company Intent21 as currently conducted.
Appears in 1 contract