Common use of Assets at Closing Clause in Contracts

Assets at Closing. The assets of Midwest at Closing will be comprised of the assets used by it to conduct the CATV Business as it is presently being conducted except as would not reasonably be expected to have a Material Adverse Effect. For the avoidance of doubt, Buyer and Merger Sub agree with Midwest and Holdings that Midwest shall be permitted to convey the Excluded Assets to another Person prior to Closing without breaching any representation, warranty, covenant or agreement in this Agreement.