Common use of Property Inventory Clause in Contracts

Property Inventory. (a) The Company owns, or otherwise has a valid leasehold interest providing sufficient and legally enforceable rights to use, all of the property and assets necessary or otherwise material to the conduct of its business. The Company has good and marketable title to all assets reflected on the Company Financial Statements or acquired since the Balance Sheet Date, free and clear of all Liens, other than immaterial assets disposed of since the Balance Sheet Date in the ordinary course of business consistent with past and prudent business practices. Such assets are in good operating condition and repair (ordinary wear and tear excepted), have been reasonably maintained consistent with standards generally followed in the industry, are suitable for their present uses and, in the case of owned structures, are structurally sound. (b) Schedule 3.10 sets forth by office location as of the Balance Sheet Date, a complete and accurate list of all furniture, equipment, automobiles and all other tangible personal property (including its net book value) owned by, in the possession of, or used by the Company in connection with its business as currently conducted and which have an initial book value in excess of $2,500 per item. No such tangible personal property is held under any lease, security agreement, conditional sales contract, or other title retention or security arrangement or subject to any Liens, or is located other than in the possession of the Company. (c) The Company's inventory consists of raw materials and consignment and finished goods salable by the Company in the ordinary course of business. The Company Financial Statements reflect an adequate reserve for all the Company's inventory that is slow-moving, as determined in accordance with the Company's customary practices, or is obsolete, damaged or defective.

Appears in 1 contract

Samples: Merger Agreement (Petroleum Place Inc)

AutoNDA by SimpleDocs

Property Inventory. (a) The Company owns, or otherwise has a valid leasehold interest providing sufficient and legally enforceable rights to use, all of the property and assets necessary or otherwise material to used in the conduct of its businessbusinesses as historically conducted. The Except as set forth on Schedule 4.10(a), the Company has good and marketable title to all assets reflected on the Company Financial Statements or acquired since the Balance Sheet Date, free and clear of all Liens, other than immaterial assets disposed of since the Balance Sheet Date in the ordinary course of business consistent with past and prudent business practicespractice. Such assets are in good operating condition and repair (ordinary wear and tear excepted), have been reasonably maintained consistent with standards generally followed in the industry, industry and are suitable for their present uses and, in the case of owned structures, are structurally sounduses. (b) Schedule 3.10 4.10(b) sets forth by office location as of the Balance Sheet DateNovember 30, 1999, a complete and accurate list of all furniture, equipment, automobiles and all other tangible personal property (including its net book value) owned by, in the possession of, or used by the Company in connection with its business as currently conducted and which have an initial book value in excess of $2,500 per item. No Except as set forth on Schedule 4.10(a), no such tangible personal property is held under any lease, security agreement, conditional sales contract, or other title retention or security arrangement or subject to any Liensliens or encumbrances, or is located other than in the possession of the Company. (c) The Company's inventory consists of raw materials materials, work-in-process and consignment and finished goods salable by the Company in the ordinary course of business. The Company Financial Statements reflect an adequate reserve for all the Company's inventory that is slow-moving, as determined in accordance with the Company's customary practices, or is obsolete, damaged or defective.

Appears in 1 contract

Samples: Share Purchase Agreement (Uti Corp)

Property Inventory. (a) The Company owns, or otherwise has a valid leasehold interest providing sufficient and legally enforceable rights to use, all of the property and assets necessary or otherwise material to used in the conduct of its businessbusinesses as historically and currently conducted. The Except as set forth on Schedule 4.10(a), the Company has good and marketable title to all assets reflected on the Company Financial Statements or acquired since the Balance Sheet Date, free and clear of all Liens, other than immaterial assets disposed of since the Balance Sheet Date in the ordinary course of business consistent with past and prudent business practicespractice. Such assets are in good operating condition and repair (ordinary wear and tear excepted), have been reasonably maintained consistent with standards generally followed in the industry, industry are suitable for their present uses uses, and, in the case of owned structures, are structurally sound. (b) Schedule 3.10 4.10(b) sets forth by office location as of the Balance Sheet DateApril 30, 2000, a complete and accurate list of all furniture, equipment, automobiles and all other tangible personal property (including its net book value) owned by, in the possession of, or used by the Company in connection with its business as currently conducted and which have an initial book value in excess of $2,500 10,000 per item. No Except for vehicles and except as set forth on Schedule 4.10(a) or Schedule 4.10(b), no such tangible personal property is held under any lease, security agreement, conditional sales contract, or other title retention or security arrangement or subject to any Liensliens or encumbrances, or is located other than in the possession of the Company. (c) The Company's inventory consists of raw materials materials, work-in-process and consignment and finished goods salable by the Company in the ordinary course of business. The Company Financial Statements reflect an adequate reserve for all the Company's inventory that is slow-moving, as determined in accordance with the Company's customary practices, or is obsolete, damaged or defective.

Appears in 1 contract

Samples: Share Purchase Agreement (Uti Corp)

AutoNDA by SimpleDocs

Property Inventory. (a) The Company owns, or otherwise has a valid leasehold interest providing sufficient and legally enforceable rights to use, all of the property and assets necessary or otherwise material to the conduct of its businessbusinesses. The Except as disclosed on Schedule 4.10, the Company has good and marketable title to all assets reflected on the Company Financial Statements or acquired since the Balance Sheet Date, free and clear of all Liens, other than immaterial assets disposed of since the Balance Sheet Date in the ordinary course of business consistent with past and prudent business practicespractice. Such assets are in good operating condition and repair (ordinary wear and tear excepted), have been reasonably maintained consistent with standards generally followed in the industry, industry and are suitable for their present uses and, in the case of owned structures, are structurally sounduses. (b) Schedule 3.10 4.10 sets forth by office location as of the Balance Sheet Date, a complete and accurate list of all furniture, equipment, automobiles and all other tangible personal property (including its net book value) owned by, in the possession of, or used by the Company in connection with its business as currently conducted and which have an initial book value in excess of $2,500 per item. No Except as set forth on Schedule 4.10, no such tangible personal property is held under any lease, security agreement, conditional sales contract, or other title retention or security arrangement or subject to any Liensliens or encumbrances, or is located other than in the possession of the Company. (c) The Company's inventory consists of raw materials and consignment and finished goods salable by the Company in the ordinary course of business. The Company Financial Statements reflect an adequate reserve for all the Company's inventory that is slow-moving, as determined in accordance with the Company's customary practices, or is obsolete, damaged or defective.

Appears in 1 contract

Samples: Merger Agreement (Uti Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!