Common use of Sufficiency of Transferred Assets Clause in Contracts

Sufficiency of Transferred Assets. The Transferred Assets constitute all of the assets necessary to sell, offer for sale, distribute and/or otherwise commercialize the Product as each such activity is currently conducted by Seller and are sufficient to permit Buyer to sell, offer for sale, distribute and/or otherwise commercialize the Product from and immediately after the Closing in substantially the same manner as such activities are currently conducted by Seller.

Sufficiency of Transferred Assets. (a) The Transferred Assets constitute all of the assets necessary to sellproperties, offer assets, rights and interests, whether tangible or intangible, owned, used, held for sale, distribute and/or otherwise commercialize the Product as each such activity is currently conducted use or leased by Seller and are sufficient its Affiliates in connection with the -23- operation of the Business, other than the Excluded Assets, provided that for purposes of the foregoing, no Contract of Seller or its Affiliates which was not made available to permit Buyer to sell, offer for sale, distribute and/or otherwise commercialize the Product from and immediately after the Closing in substantially the same manner as such activities are currently conducted Purchaser by SellerSeller shall be considered an Excluded Asset.

Sufficiency of Transferred Assets. The Transferred Assets constitute will collectively constitute, as of the Closing, all of the properties, rights, interests and other tangible and intangible assets necessary and sufficient to sell, offer for sale, distribute and/or otherwise commercialize enable the Product as each such activity Purchaser to conduct the Business in the manner in which the Business is currently conducted by being conducted, provided that the Seller and are sufficient is making no representation or warranty hereby as to permit Buyer the adequacy of the working capital and/or cash available to sell, offer for sale, distribute and/or otherwise commercialize fund the Product from and immediately after Business as it will operate following the Closing in substantially the same manner as such activities are currently conducted by SellerClosing.