Title to and Condition of Assets. (a) Seller holds and will convey to the Buyer good, insurable and marketable title to the Assets, free and clear of all mortgages, liens and encumbrances, other than those set forth on Schedule 2.07 attached hereto, which such mortgages, liens, and encumbrances shall be satisfied in full on or before the Closing Date, other than liens on equipment pursuant to any Lease or Contract to be assumed by Buyer hereunder. At Closing, Seller will also convey to the Buyer all equipment warranties and all other documentation in the possession of Seller with respect to the Assets. (b) All of the tangible Assets currently used in the operation of the Center are in good operating condition and working order, ordinary wear and tear excepted.
Appears in 3 contracts
Samples: Asset Acquisition Agreement (University General Health System, Inc.), Asset Acquisition Agreement (University General Health System, Inc.), Asset Acquisition Agreement (University General Health System, Inc.)
Title to and Condition of Assets. (a) Seller holds and will convey to the Buyer good, insurable and marketable title to the Assets, free and clear of all mortgages, liens and encumbrances, other than those set forth on Schedule 2.07 attached hereto, which such mortgages, liens, and encumbrances shall be satisfied in full on or before the Closing Date, other than liens on equipment pursuant to any Lease or Contract to be assumed by Buyer hereunder. At At
(b) Closing, Seller will also convey to the Buyer all equipment warranties and all other documentation in the possession of Seller with respect to the Assets.
(bc) All of the tangible Assets currently used in the operation of the Center Seller’s business are in good operating condition and working order, ordinary wear and tear excepted.
Appears in 2 contracts
Samples: Asset Acquisition Agreement (University General Health System, Inc.), Asset Acquisition Agreement (University General Health System, Inc.)
