Asset Condition Clause Samples

Asset Condition. (i) The inventory of finished goods, work in process and other inventory items of the Company (the “Inventory”) was acquired, created, developed or manufactured (as applicable), and is and has been at all times maintained, in the Ordinary Course of Business, and consists of items of good and merchantable quality, and of a quantity and quality usable or salable in the Ordinary Course of Business. The values at which Inventory are carried on the Company Financial Statements reflect the Inventory valuation policy of the Company, which is consistent with its past practice. The Company is not under any liability or obligation with respect to the return of any item of Inventory in the possession of its customers. All Inventory is merchantable and fit for the purposes for which it was procured or manufactured, and no Inventory is slow-moving, obsolete, damaged or defective. (ii) All tangible personal property owned or used by the Company and used or useful in the operation of the Business as now conducted, including without limitation all machinery, computer equipment, office equipment, communications equipment, safety equipment, furniture, fixtures, tools, parts and supplies, have been maintained in accordance with normal industry practice, are in good operating condition and repair (subject to normal wear and tear), and are suitable for the purposes for which they are intended.

Asset Condition. The Plan submittal includes reporting a summary of the condition of the assets, if known, and to describe the proposed framework that will ultimately be used and sustained for reporting asset condition. For the initial Plan submittal, we propose to provide a summary of each asset’s age versus anticipated useful life. The Plan will also include a brief description of the framework proposed for condition assessment that will be completed as the Program is implemented. Our approach for developing this framework is further described in Task 2 of Part III. Level of Service (LOS). The HRC Team will work with the City to determine if there are any currently available mission statements, visions, or other guiding documents that could be included in this initial Plan submittal. The HRC Team will work with City to identify relevant LOS requirements and develop an initial list of LOS performance measures to include in the Plan submittal for review and approval by EGLE. This LOS framework will then be further developed as part of Task 5 described in Part III. Asset Risk. We are assuming the City has not yet developed a risk framework, such as generating a probability of failure and consequence of failure so that an overall business risk evaluation can be made for each asset. Therefore, for this Plan submittal, we will provide a summary of the proposed framework that will be used to determine risk for EGLE’s review and approval. The risk framework will continue to be refined during the implementation of the asset management Program. Our approach for developing this framework is described in Task 6 of Part III. Staffing Analysis. HRC will use the Northeast WEF computer program, or comparable tool to complete basic analysis of and provide a preliminary estimate of staffing needs for inclusion in the Plan submittal to EGLE. We will indicate that the analysis will be reviewed and updated during the Program development to reflect any recommendations made related to operation and maintenance optimization during the Program implementation. Operation, Maintenance & Replacement (OM&R) Budget and Rate Sufficiency. HRC will review the City of ▇▇▇ Capital Improvement Planning (CIP). A summary of any currently proposed CIP projects can be included in the Plan submittal to EGLE. We would assume this would include the CIP projects already identified in the Master Plan, such as the WWTP Facilities Renovation Project. We would include language to reinforce that all listed CIP projects ...

Asset Condition. Subject to those items disclosed on Schedule 4.20, the plant, equipment and machinery of Compression, taken as a whole, are of an industry standard (including operating condition and state of repair) as would be expected of a prudent operator in the compression business (usual wear and tear excepted). During the past two years, there has not been any material interruption in the operations of Compression due to inadequate maintenance.

Asset Condition. The Shareholders and Guarantors, jointly and severally, represent, warrant and covenant that, as of the Closing Date, all physical Assets of the Company and the Subsidiary are free of defects except to the extent that such failure will not likely have a material adverse effect on the assets, liabilities, financial condition or prospects of the Company or the Subsidiary, and in good working order, condition and repair, except for ordinary wear and tear, and conform in all material respects with all applicable Governmental Requirements (as defined in Section 9.4).

Asset Condition. The pipeline and other tangible assets of the Partnership are, to Seller's knowledge, in good condition, ordinary wear and tear excepted.

Asset Condition. The tangible Assets have been subject to the effects of ordinary wear and tear and depreciation arising from use over a period of time. Buyer has had the opportunity to review the tangible Assets and understands that they are being provided in “as is” condition. This Agreement does not impose any obligation, whatsoever, to support the serviceability of the tangible Assets after the transaction.

Asset Condition. Seller will make available all information, if any, about the Asset in its possession, custody, or control.

Asset Condition. Buyer acknowledges by accepting this Agreement that Seller is not in the business of selling the Assets and has an interest in the Assets solely as a secured creditor for the purposes of liquidating the Assets. B▇▇▇▇ further acknowledges that it is familiar with the Assets being transferred to it, has thoroughly examined and inspected the Assets and satisfied itself as to their existence, condition and quality and does not in any way rely on any statements or representations made by Seller or Borrower as to the condition of the Assets, but has made the decision to purchase the Assets solely based on its own examination. Without limiting the foregoing, Buyer acknowledges that neither Seller nor, except as otherwise set forth herein, Borrower, has made any representations or warranties regarding the quantity or quality of the Assets.

Asset Condition. All buildings and improvements and all of the machinery and equipment owned or used by the Sellers are in good repair and operating condition and are adequate to carry on the Sellers' businesses as presently conducted.