Equipment and Other Tangible Personal Property Sample Clauses

Equipment and Other Tangible Personal Property. All equipment, leasehold improvements, automobiles, supplies, office furniture and office equipment, computers and telecommunications equipment and other items of personal property that are owned by a Selling Entity relating to the Business, including those described on Schedule 2.1(b);
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Equipment and Other Tangible Personal Property. 2 ERISA..........................................................................5
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Equipment and Other Tangible Personal Property. All of Seller's office supplies, machinery, office equipment, furniture, furnishings, fixtures, tools, instruments and other tangible personal property (collectively, the "PERSONAL PROPERTY"), including, without limitation, the Personal Property listed on Schedule 1.1(b) hereto (but excluding the equipment and other tangible personal property to be acquired under the Merrimack Purchase Agreement as defined below);
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Equipment and Other Tangible Personal Property. The Company or one of its Subsidiaries owns and has good and valid title to all equipment and other tangible personal property purported to be owned or leased by the Company Group or reflected on the books of the Company Group as owned by the Company or one of its Subsidiaries, free and clear of all Liens other than Permitted Liens, except as would not reasonably be expected to materially and adversely affect the ability of the Company or its Subsidiaries to operate their respective businesses in the ordinary course. Any such assets, equipment and other tangible personal property are in good operating condition and repair in all material respects (subject to normal wear-and-tear).
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Equipment and Other Tangible Personal Property. (a) Schedule 3.15(a) sets forth a list of all material items of equipment, including, without limitation, rolling stock, used in the Business as of May 31, 1998 (the "Equipment") and indicates, as to each such item, whether it is owned or leased. As to each item of Equipment which is owned, Schedule 3.15(a) identifies the CeCorr Company holding title. As to each item of Equipment which is leased, Schedule 3.15 (a) identifies the lessor, lessee and the subject lease agreement. (b) Except as disclosed on Schedule 3.15(b): (i) each CeCorr Company has good title to all of the items of Equipment and other tangible personal property owned by it and valid and subsisting leases with respect to all of the items of Equipment and other tangible personal property leased by it and used in the Business; (ii) all such Equipment and other tangible personal property is reflected on the Financial Statements (except as purchased, leased, sold or disposed of after the Financial Statement Date in the ordinary course of business consistent with past practice); (iii) all such owned Equipment and other tangible personal property is owned free and clear of all Liens; (iv) all such leases of Equipment and other tangible personal property are with individuals who are not related to any of the Sellers or with companies that are not controlled by any of the Sellers; and (v) since May 31, 1998, none of the Equipment has been sold, leased or otherwise disposed of other than in the ordinary course of business consistent with past practice.
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Equipment and Other Tangible Personal Property. All of the fixed assets and other tangible personal property, including, without limitation, machinery, tools, equipment, computers, management information systems (including without limitation all software and hardware related thereto), telephone systems, furniture, fixtures, improvements and supplies owned by ▇▇▇▇▇▇▇ wherever located (collectively, the “▇▇▇▇▇▇▇ Personal Property”), including, without limitation, the ▇▇▇▇▇▇▇ Personal Property set forth on (with locations thereof) Schedule 1.01(a)(iii) hereto and all warranty and warranty rights (implied, expressed, or otherwise) against manufacturers to which ▇▇▇▇▇▇▇ is entitled with respect to any of the ▇▇▇▇▇▇▇ Personal Property (the “▇▇▇▇▇▇▇ Warranties”) and ▇▇▇▇▇▇▇ Personal Property acquired by ▇▇▇▇▇▇▇ through the Closing Date;
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Equipment and Other Tangible Personal Property. Schedule 4.9(b) to this Agreement is a complete and accurate list describing and specifying all the principal items of machinery, equipment, and all other tangible personal property owned by, in the possession of, or used by the Issuer. All such property has been properly maintained in good repair, and the Issuer knows of no material defects or extraordinary operating expense requirements therein, except as described in Schedule 4.9(b), and all items of machinery or equipment are operational and will be in good operating condition at the Closing date. Except as described in Schedule 4.9(b), none of the property listed on Schedule 4.9(b) is subject to any lien, claim or other encumbrance.
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Related to Equipment and Other Tangible Personal Property

  • Equipment and Other Tangible Property The Company or one of its Subsidiaries owns and has good title to, and has the legal and beneficial ownership of or a valid leasehold interest in or right to use by license or otherwise, all material machinery, equipment and other tangible property reflected on the books of the Company and its Subsidiaries as owned by the Company or one of its Subsidiaries, free and clear of all Liens other than Permitted Liens. All material personal property and leased personal property assets of the Company and its Subsidiaries are structurally sound and in good operating condition and repair (ordinary wear and tear expected) and are suitable for their present use.

  • FACILITIES, EQUIPMENT AND OTHER MATERIALS Except as otherwise specifically provided in this Agreement, CONTRACTOR shall, at its sole cost and expense, furnish all facilities, equipment, and other materials which may be required for performing services pursuant to this Agreement. At COUNTY’s discretion, COUNTY may make equipment or facilities available to CONTRACTOR for CONTRACTOR’s use in furtherance of this Agreement only where a COUNTY Facility or Equipment exhibit is attached to this Agreement identifying the equipment or facilities to be used by CONTRACTOR’s personnel. If COUNTY funds equipment as part of this contract, COUNTY will retain Equipment.

  • Patents and Other Intangible Assets (a) The Company (i) owns or has the right to use, free and clear of all Liens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and rights with respect to the foregoing used in or necessary for the conduct of its business as now conducted or proposed to be conducted without infringing upon or otherwise acting adversely to the right or claimed right of any Person under or with respect to any of the foregoing and (ii) is not obligated or under any liability to make any payments by way of royalties, fees or otherwise to any owner or licensor of, or other claimant to, any patent, trademark, service ▇▇▇▇, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise. (b) To the knowledge of the Company, the Company owns and has the unrestricted right to use all trade secrets, if any, including know-how, negative know-how, formulas, patterns, programs, devices, methods, techniques, inventions, designs, processes, computer programs and technical data and all information that derives independent economic value, actual or potential, from not being generally known or known by competitors (collectively, “Intellectual Property”) required for or incident to the development, operation and sale of all products and services sold by the Company, free and clear of any right, Lien or claim of others; provided, however, that the possibility exists that other Persons, completely independently of the Company or its employees or agents, could have developed Intellectual Property similar or identical to that of the Company. The Company is not aware of any such development of substantially identical trade secrets or technical information by others. All Intellectual Property can and will be transferred by the Company to the Surviving Corporation as a result of the Merger and without the consent of any Person other than the Company.

  • Contracts and Other Collateral The Company shall perform all of its obligations under or with respect to each instrument, receivable, contract and other intangible included in the Pledged Property to which the Company is now or hereafter will be party on a timely basis and in the manner therein required, including, without limitation, this Agreement.

  • Taxes and Other Liens Each Related Person shall pay and discharge promptly all taxes, assessments and governmental charges or levies imposed upon it or upon its income or upon any of its Property as well as all claims of any kind (including claims for labor, materials, supplies and rent) which, if unpaid, might become a Lien upon any or all of its Property; provided, however, each Related Person shall not be required to pay any such tax, assessment, charge, levy or claim if the amount, applicability or validity thereof shall currently be contested in good faith by appropriate proceedings diligently conducted by or on behalf of such Related Person and if such Related Person shall have set up reserves therefor adequate under GAAP.