Common use of Tangible Personal Properties Clause in Contracts

Tangible Personal Properties. (a) The Sold Companies have good title to, or in the case of leased tangible personal property and assets, good and valid leasehold interests in, all tangible personal property and assets reflected in the balance sheet included in the most recent Financial Statements or all material tangible personal property and assets acquired after the Balance Sheet Date, except for tangible personal property and assets sold since the Balance Sheet Date in the ordinary course of business (collectively, the “Assets”). None of the Assets is subject to any Lien, except Permitted Liens. (b) All tangible personal property and assets owned or leased by each Sold Company are free from material defects, are in good operating condition and repair in all material respects and have been maintained in all material respects consistent with standards generally followed in the industry (giving due account to the age and length of use of same, ordinary wear and tear excepted).