Common use of PERMITS AND INTANGIBLES Clause in Contracts

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 sets forth an accurate list and summary description of all such material licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in material compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8, 2.9 or 2.18, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations. Any interest of the Company with respect to the trade name and mark "Golden Bear Arborists, Inc." may be limited to the extent prov▇▇▇▇ by California law.

Appears in 1 contract

Sources: Merger Agreement (Landcare Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE Schedule 2.8 sets forth an accurate list and summary description of all such material licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE Schedule 2.9). The To Stephen W. Barley's actual knowledge, the Intangible Assets and other governmental authorizations ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇rizations listed on SCHEDULES Schedules 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The To Stephen W. Barley's actual knowledge, the Company has conducted and is conducting its business i▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇siness in material compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES Schedules 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8, 2.9 Schedule 2.8 or 2.182.9, the transactions contemplated by this Agreement will not result in a default under or a default, breach or violation of, or adversely affect the of any rights and benefits afforded to of the Company by, any in such Intangible Assets which singly or other governmental authorizations. Any interest in the aggregate will have a material adverse effect on the operations of the Company with respect to the trade name and mark "Golden Bear Arborists, Inc." may be limited to the extent prov▇▇▇▇ by California lawCompany.

Appears in 1 contract

Sources: Stock Purchase Agreement (Landcare Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business, the absence of any of which would have a Material Adverse Effect. SCHEDULE Schedule 2.8 sets forth an accurate list and summary description of all such material licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets")) (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE Schedule 2.9). The To the best knowledge of the Company, the Intangible Assets and other governmental authorizations listed on SCHEDULES Schedules 2.8 and 2.9 are valid, and the . The Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The To the best knowledge of the Company, the Company has conducted and is conducting its business in material compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES Schedules 2.8 and 2.9 and is not in violation of any of the foregoing, except where any such violation would not have a Material Adverse Effect. Except as specifically set forth on SCHEDULE 2.8Schedule 2.8 or 2.9, 2.9 or 2.18, (a) the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations. Any interest , and (b) all of the Company with respect such rights and benefits are transferable to the trade name Purchaser and mark "Golden Bear Arborists, Inc." may be limited are being transferred to the extent prov▇▇▇▇ by California lawPurchaser on the date hereof.

Appears in 1 contract

Sources: Asset Purchase Agreement (Metals Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 sets forth an accurate list and summary description of all such material licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in material compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8, 2.8 or 2.9 or in SECTION 2.18, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations. Any interest of the Company with respect to the trade name and mark "Golden Bear Arborists, Inc.Landscape West" may be limited to the extent prov▇provided by Califor▇▇▇ by California law.

Appears in 1 contract

Sources: Merger Agreement (Landcare Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 sets forth an accurate list and summary description of all such material licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in material compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8, 2.8 or 2.9 or in SECTION 2.18, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations. Any interest of the Company with respect to the trade name and mark "Golden Bear Arborists, Inc.Landscape West" may be limited to the extent provprovided by Califo▇▇▇▇ by California law.

Appears in 1 contract

Sources: Merger Agreement (Landcare Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE Schedule 2.8 sets forth an accurate list and summary description of all such material licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE Schedule 2.9). The To Stephen W. Barley's actual knowledge, the Intangible Assets and other governmental authorizations ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇izations listed on SCHEDULES Schedules 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The To Stephen W. Barley's actual knowledge, the Company has conducted and is conducting its business ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇iness in material compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES Schedules 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8, 2.9 Schedule 2.8 or 2.182.9, the transactions contemplated by this Agreement will not result in a default under or a default, breach or violation of, or adversely affect the of any rights and benefits afforded to of the Company by, any in such Intangible Assets which singly or other governmental authorizations. Any interest in the aggregate will have a material adverse effect on the operations of the Company with respect to the trade name and mark "Golden Bear Arborists, Inc." may be limited to the extent prov▇▇▇▇ by California lawCompany.

Appears in 1 contract

Sources: Stock Purchase Agreement (Landcare Usa Inc)