Title to Assets; Sufficiency of Assets. (a) Except as set forth on Schedule 4.4(a) Seller owns, and at the Closing will own, good and marketable title to, and all rights and interests in and to, the Purchased Assets free and clear of all Liens (except as set forth on Schedule 2.1). Except as set forth on Schedule 4.4(a), the Purchased Assets constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary for Purchaser to continue to conduct the Business as had Seller prior to the Closing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Merisel Inc /De/)
Title to Assets; Sufficiency of Assets. (a) Except as set forth on Schedule 4.4(a) ), Seller owns, and at the Closing will own, good and marketable title to, and all rights and interests in and to, the Purchased Assets free and clear of all Liens (except as set forth on Schedule 2.1). Except as set forth on Schedule 4.4(a), the Purchased Assets constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary for Purchaser to continue to conduct the Business as had Seller prior to the Closing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Merisel Inc /De/), Asset Purchase Agreement (Merisel Inc /De/)