Title to Assets; Related Matters. (a) Except for Intellectual Property (which is addressed in Section 4.19), certain information technology assets and the Sellers’ rights to operate the JWWTP, the Assets, together with the rights of the Purchaser under the Assumed Contracts and the Commercial Agreements, constitute all of the assets necessary and sufficient to conduct the operations of the Business in all material respects as currently conducted by the Sellers. The Sellers have (and, except as provided in Section 6.7, shall convey to the Purchaser at the Closing) good title to the Assets (other than the Real Property and the Easements, which are addressed in Section 4.4(a)), free and clear of all Liens, other than Permitted Liens. (b) All equipment and other items of tangible personal property included in the Assets are being transferred at the Closing AS-IS, WHERE-IS, WITH ALL FAULTS.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Texas Petrochemicals Inc.), Asset Purchase Agreement (Texas Petrochemicals Inc.), Asset Purchase Agreement (Huntsman International LLC)
