Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, and (b) include all of the operating assets of Seller.
Appears in 5 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (GlyEco, Inc.), Asset Purchase Agreement (GlyEco, Inc.)
Sufficiency of Assets. The Except as set forth in Part 3.6, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of Sellerthe Business.
Appears in 3 contracts
Samples: Asset Purchase Agreement (LOCAL.COM), Asset Purchase Agreement (DigitalPost Interactive, Inc.), Asset Purchase Agreement (LOCAL.COM)
Sufficiency of Assets. The Assets (a) constitute all of the assets, rights and properties, tangible and or intangible, real or personal, which are required for the operation of any nature whatsoever, necessary to operate the Business in the manner as it is presently operated by Seller, and (b) include all of the operating assets of Sellerconducted.
Appears in 3 contracts
Samples: Merger Agreement (Icoa Inc), Merger Agreement (Softnet Systems Inc), Stock Purchase Agreement (Icoa Inc)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, material assets necessary to operate the Seller’s Business in substantially the manner presently operated by Seller, Seller and (b) include all of the material operating assets of Seller.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Gopher Protocol Inc.), Asset Purchase Agreement (Gopher Protocol Inc.), Asset Purchase Agreement (Gopher Protocol Inc.)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, material assets necessary to operate the Business in substantially the manner presently operated by Seller, Seller and (b) include all of the material operating assets of Sellerthe Business.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Surge Holdings, Inc.), Asset Purchase Agreement (GBT Technologies Inc.)
Sufficiency of Assets. The Except as disclosed in Part 3.6, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of Seller.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Champion Enterprises Inc), Asset Purchase Agreement (Champion Enterprises Inc)
Sufficiency of Assets. The Assets (a) constitute comprise all of the assets, properties and rights of every type and description, whether real or personal, tangible and or intangible, that are used in the operations of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, and (b) include all of the operating assets Company and are adequate to conduct the business of Sellerthe Company as currently being conducted by the Company.
Appears in 2 contracts
Samples: Merger Agreement (Abeona Therapeutics Inc.), Merger Agreement (Abeona Therapeutics Inc.)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, and operated over the course of the last year and (b) include all of the operating assets of Sellerthe Business.
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Sufficiency of Assets. The Assets (ai) constitute all of the assets, properties, rights and claims, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by SellerSellers in all material respects, and (bii) include all of the operating assets of Sellerthe Business, and (iii) are in good operating condition and repair (subject to normal wear and tear), and are suitable for the use for which they are being used in the Business.
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Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary for Buyer to operate conduct the Business immediately following the Closing in all material respects as it is conducted by Seller on the manner presently operated by Seller, and (b) include all of the operating assets of Sellerdate hereof.
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Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business Seller’s business in the manner presently operated by Seller, EVP and (b) include all of the operating assets of SellerEVP.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Pure Earth, Inc.)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business Shareholder’s business in the manner presently operated by Seller, TEC and (b) include all of the operating assets of SellerTEC.
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Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business conduct Seller’s business in the manner presently operated by Seller, and (b) include constitute all of the operating assets of Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate for the Business in the manner presently operated by Seller, and (b) include all operation of the operating assets of SellerBusiness.
Appears in 1 contract
Samples: Asset Purchase Agreement
Sufficiency of Assets. The Except as disclosed in Part 3.6, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, Seller and Unique Fabrications and (b) include all of the operating assets of SellerSeller and Unique Fabrications.
Appears in 1 contract
Samples: Asset Purchase Agreement (Champion Enterprises Inc)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, the Company and (b) include all of the operating assets of Sellerthe Company.
Appears in 1 contract
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business Seller's business in the manner presently operated by Seller, Seller and (b) together with the Excluded Assets include all of the operating assets of Seller.
Appears in 1 contract
Sufficiency of Assets. The Except as set forth in Part 3.6, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, each Seller and (b) include all of the operating assets of each Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Chanticleer Holdings, Inc.)
Sufficiency of Assets. The Assets Assets
(a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business Seller's business in the manner operated by the Seller as of September 19, 2002 and as presently operated by Seller, Seller and (b) include all of the operating assets of SellerSeller and the Real Property, all Appurtenances, all real estate privileges, rights, easements, hereditaments, and other appurtenances being transferred to the Buyer at the Closing constitute all or the foregoing.
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Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the technology and products and services of the Business in the manner presently operated by Seller, and (b) include all of the operating assets of SellerCompany.
Appears in 1 contract
Sufficiency of Assets. The Assets Assets
(a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business Seller's business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of Seller.
Appears in 1 contract
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate operate, or intended for use in connection with, the Business in the manner presently operated by Seller, Seller and (b) include all of the operating assets used by Seller in the operation of Sellerthe Business.
Appears in 1 contract
Sufficiency of Assets. The Except to the extent of Cash and Cash Equivalents included in the Excluded Assets, the Assets (a) constitute substantially all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business Seller’s business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Gametech International Inc)
Sufficiency of Assets. The Except as set forth in Part 3.6, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, reasonably necessary to operate the Business in the manner presently operated by Seller, Sellers and (b) include all of the operating assets of Sellerthe Business.
Appears in 1 contract
Sufficiency of Assets. The Except as set forth in Part 3.6, the Assets (a) constitute all of the material assets, tangible and intangible, of any nature whatsoever, that are, to Seller’s belief, necessary to operate the Business Seller’s business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of Seller.
Appears in 1 contract
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, and (b) include all of the operating assets of Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Green Energy Management Services Holdings, Inc.)
Sufficiency of Assets. The Except for the Excluded Assets, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, and (b) include all of the operating assets of Seller.
Appears in 1 contract
Sufficiency of Assets. The Other than the Excluded Assets, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate used in the operation of the Business in the manner presently operated by Seller, as currently conducted and (b) include all are sufficient for Buyer to conduct the Business from and after Closing in the ordinary course of the operating assets of business and without interruption, as it has been conducted by Seller and Seller’s Affiliates.
Appears in 1 contract
Samples: Asset Purchase Agreement (Shenandoah Telecommunications Co/Va/)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business Seller's business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of SellerSeller except for the Excluded Assets.
Appears in 1 contract
Samples: Asset Purchase Agreement (Winnebago Industries Inc)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, the Companies and (b) include all of the operating assets of Sellerthe Companies.
Appears in 1 contract
Sufficiency of Assets. The Assets Except as set forth in Part 3.5, (a) the Assets constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of SellerSeller relating to the Business.
Appears in 1 contract
Sufficiency of Assets. The To the knowledge of Seller, the Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate conduct the Business Division’s business in the manner presently operated by Seller, and (b) include constitute all of the operating assets of Sellerthe Division.
Appears in 1 contract
Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of Seller, in each case other than those relating exclusively to the Retained Business and those listed on Schedule 2.2(j).
Appears in 1 contract
Samples: Asset Purchase Agreement (Insight Health Services Holdings Corp)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, Seller and (b) include all of the operating assets of Sellerthe Business.
Appears in 1 contract
Samples: Asset Purchase Agreement (LOCAL.COM)
Sufficiency of Assets. The Assets (a) constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary to operate the Business in the manner presently operated by Seller, and (b) include all of the operating assets of SellerSeller with respect to the Business.
Appears in 1 contract