Purchased IT Assets definition
Examples of Purchased IT Assets in a sentence
Except as set forth on Section 3.06(c) of the Disclosure Schedules, the Purchased IT Assets are reasonably sufficient for the immediate and anticipated future needs of the operations of the Stations as currently conducted.
The Purchased Assets together with the Purchased IT Assets and the Leases and Licenses contain all of the computer software and rights with respect to computer software necessary to operate SCI's business as currently conducted.
Subject to fulfillment or waiver by SCI of the conditions set forth in Article 10 below, SCI will transfer all right, title, ownership and any other benefit in the Purchased Assets, the Purchased IT Assets and, to the extent transferable, the Leases and Licenses, free and clear of all Encumbrances (except those disclosed in Schedule 4.1(a)), to OSKK on the Closing Date.
There shall have been no change or changes with respect to the Purchased Assets, the Purchased IT Assets, the assets subject to the Leases and Licenses or the business currently conducted by SCI having a Material Adverse Effect.
Insurance Claims Section 4.01 Conduct of the Business Section 12.01 Knowledge Section 12.01(a) Permitted Liens Section 12.01(b) Purchased IT Assets This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of March 25, 2013, is by and between Mexichem Specialty Resins Inc., a Delaware corporation (“Purchaser”), and PolyOne Corporation, an Ohio corporation (“Seller”).
SCI shall not permit any third party other than OSKK and its Affiliates (if so instructed by OSKK) to use, receive any benefit from, or obtain security interests over, the Purchased Assets or, upon their acquisition by SCI, the Purchased IT Assets.
SCI shall use its best efforts prior to the Closing Date to transfer to OSKK on the Closing Date: (i) any applicable manufacturer's warranties with respect to the Purchased Assets, and (ii) any applicable manufacturer's and/or third party licensor's warranties with respect to the Purchased IT Assets.
SCI has full corporate power and authority to own and use the Purchased Assets and the Purchased IT Assets (subject to Article 2.3) and to carry on its business as currently conducted.
In addition, SCI shall provide OSKK with prompt written notice if between the Effective Date and the Payment Date, there is a change in the Purchased Assets, the Purchased IT Assets, the assets subject to the Leases and Licenses or its business which has or may be reasonably expected to have a Material Adverse Effect.