Removal of Assets. Remove, transfer or transport any of the Company's physical assets from the Project Site other than the operation of motor vehicles or the shipment, manufacture or utilization of goods in the ordinary course of business.
Removal of Assets. The Seller shall assemble by the time of Closing on the Closing Date and thereafter maintain at the Seller's premises and place of business located at the address set forth in Section 16.2 hereof (the "Premises") all of the Assets (except for certain Records, the Accounts Receivable, Cash and certificates of title to the Motor Vehicles, all of which shall be delivered by the Seller to the Purchaser at the Closing) being purchased by the Purchaser under this Agreement in order to facilitate the time, place and delivery of the Assets to the Purchaser concurrently with and following the Closing as hereafter provided. The Purchaser shall, concurrently with the Closing and continuing for such period of time as shall be reasonably necessary after the Closing, remove from the Premises such of the Assets being purchased by the Purchaser hereunder as shall not have been delivered by the Seller to the Purchaser at the Closing. The Seller and the Stockholders shall cooperate fully with the Purchaser in such removal, and the employees and agents of the Purchaser for the purpose of such removal shall be granted and permitted access to the Premises at any and all reasonable times. No rental, storage or other charges shall be imposed upon the Purchaser or on any of the Assets while the Assets are being removed from the Premises after the Closing on the Closing Date.
Removal of Assets. No Borrower will remove or permit the removal of any asset or group of assets (with a collective fair market value exceeding $10,000) to a jurisdiction or a county in which no financing statement on Form UCC-1 has been filed naming Administrative Agent as "secured party" with respect to such assets. Notwithstanding the foregoing, a Borrower may remove the following types of assets under the following conditions: (a) temporary removal of equipment for repair or replacement provided that Administrative Agent has received prior written notice thereof indicating the type of equipment, its approximate fair market value, the destination location and an estimate of the length of time that such equipment will be removed from the relevant jurisdiction, and (b) booths, displays, marketing materials and related accompanying equipment of a Borrower being used temporarily in connection with marketing such Borrower's business at trade shows or otherwise (provided that the aggregate fair market value thereof does not exceed $25,000), and (c) portable computers and related accompanying equipment being used by the officers, employees and independent representatives of a Borrower in connection with accomplishing such Borrower's business activities at home offices or otherwise (provided that the aggregate fair market value thereof does not exceed $25,000). Moreover, no Borrower will move the location of its chief executive office (or change its official mailing address) without providing Administrative Agent with prior written notice thereof.
Removal of Assets. Seller shall remove from the Branches all items that are not being transferred to Purchaser under this Agreement, including but not limited to signage that bears Seller’s logos, trade names, or trademarks, on or prior to the Closing, at Seller’s own expense; provided, however, that Seller shall reimburse Purchaser for any property damage to any of the Branches caused by the removal of such signage. Seller shall have the option to remove and retain, or provide to Purchaser, signage apparatus at the Branches that does not bear Seller’s logos, trade names, or trademarks. Seller shall give notice to Purchaser, at least sixty (60) calendar days before Closing, of its decision so as to allow Purchaser to make plans for signage.
Removal of Assets. The Company shall not knowingly permit the removal from the Company's premises of any of the Assets, books or records by any of the Stockholders or any of the Company's directors, officers or employees.
Removal of Assets. No material item of equipment or other tangible assets used in the operation of the business at any time within the past twelve months has been removed from the business except in the ordinary course of business.
Removal of Assets. All tangible Acquired Assets will be moved by MABVAX within [***] Business Days after Closing from MABVAX’s to BII’s premises, as listed in Sections 8.2.1 and 8.2.2, at MABVAX’s expense.
Removal of Assets. Remove, transfer or transport any portion of the Project from the Project Site, except as otherwise permitted by the Security Documents.
Removal of Assets. 5.1 Purchaser shall, or shall appoint a third party, to collect the Assets during normal business hours at the Delivery Place no earlier than on Payment Date and no later than at Latest Removal Date. For collection, the Purchaser shall use the relevant third party listed in Schedule 1 to the signed portion of this Agreement. No other party shall be admitted for decommissioning or collection unless previously agreed to by Seller in writing. Carriage of the Assets shall be at Purchaser's own risk. Where so requested by the Seller, the Purchaser will provide method statements and/or risk assessments for the removal of the assets to the satisfaction of the Seller and/or its appointed representative(s).
5.2 If, in Seller’s opinion, removal of any asset or part thereof will be likely to cause serious damage to the Seller's premises, or any other damage which the Purchaser is either unable or unwilling to rectify or is being undertaken without an approved “method statement” and/or “risk assessment”, the Seller may by notice to the Purchaser rescind the sale of such Asset or permit the removal thereof from the premises to proceed subject to such conditions as it may think fit to impose. The Seller shall have no responsibility to disconnect utilities to the sold Asset, including electric, gas, waste and water lines.
5.3 Title to the Assets shall at all times remain with Seller until the Purchase Price has been received in full and the Purchaser has collected the Assets at the Delivery Place in accordance with Section 5.1 above. Notwithstanding the aforesaid, the Purchaser shall have all risk of loss and/or damage as from Payment Date and until the Assets are finally removed from Seller’s premises.
5.4 Without prejudice to any claims that the Agent and/or the Seller may have against the Purchaser for breach of contract or otherwise the Purchaser will become liable from the Payment Date for all storage, security and administration expenses and the cost of and incidental to re-selling and/or otherwise disposing of un-cleared items. If the Purchaser fails to collect the Assets by the Latest Removal Date, then, except where such failure or delay is caused by a Force Majeure Event or the Seller’’s failure to comply with its obligations under the Agreement, the Seller may resell or otherwise dispose of part or all of the Assets, and any monies paid shall be forfeited.
5.5 It is expressly brought to the Purchaser's attention that, at the time of sale, any asset for sale in...
Removal of Assets. Except for those Books and Records and other documents described in the Aftermarket Transition Services Agreement, all tangible Aftermarket Assets not located on the Aftermarket Real Property will be removed and shipped by the Contributors to Newco as promptly as practicable after the Closing Date from the Contributors' premises, in a manner so as not to unreasonably interfere with the Contributors' operations or cause damage to such premises; provided, however, the Contributors will be entitled to retain originals or copies of Books and Records related to Patents, Trademarks and Domain Names to the extent necessary for the Contributors to perform their obligations set forth in Section 4.5. The Contributors will ship to Newco all Books and Records and other documents described in the Aftermarket Transition Services Agreement within 14 days after the expiration of the Aftermarket Transition Services Agreement, upon the same terms (described in the preceding sentence) as other Aftermarket Assets.
