All Assets. Except as set forth on Schedule 3.20, Buyer, upon the Closing, will acquire all right, title and interest in all assets (including all Real Property) used primarily or held for use in the Business as conducted as of the date hereof free and clear of all Liens, other than Permitted Liens.
All Assets. Except as set forth on Schedule 3.22, the Company owns, and will provide to Buyer at the Closing, all assets, rights, facilities, properties, contracts, books, records and other data necessary for the continued conduct of the Company's business by Buyer substantially in the manner as it was conducted prior to the Closing Date. The tangible assets reflected on the Interim Balance Sheet are all the material assets used in the past year in the conduct of the Company's business, except for additions and dispositions thereto in the ordinary course of business.
All Assets. Except as set forth on Schedule 3.25 and for the Excluded Assets, the Acquired Assets include all assets, rights, properties and contracts the use of which is necessary to the continued conduct of the Business by Buyer substantially in the manner as it was conducted prior to the Closing Date, including the service of all utility customers in substantially the same manner and at substantially the same service levels as provided by Seller on the date hereof.
All Assets. The Assets constitute all of the assets used or necessary to conduct the present operations of the Business.
All Assets. The Transferred Assets shall constitute substantially all of the assets dedicated to the Business of each Seller as of the Closing Date.
All Assets. Except for the Excluded Assets, the Purchased Assets (a) constitute all the assets and properties whether tangible or intangible, whether personal, real or mixed, wherever located, that are used by the Seller Parties and their Affiliates exclusively in the operation of the Station, (b) with respect to the Tangible Personal Property, Real Property, Purchased Intellectual Property, Seller FCC Authorizations and Assumed Contracts, are sufficient to conduct the operation of the Station in the manner in all material respects which the Station is conducted on the date hereof (except in respect of matters of the nature covered by the Transition Services Agreement) and (c) that are material to the day to day operations of the Station are in such good and serviceable condition in all material respects (subject to normal wear and tear).
All Assets. Except as set forth on Schedule 3.30, the assets of the Companies include all assets, rights, properties and contracts, the use of which is necessary or appropriate for the continued conduct by the Companies of its business substantially in the manner as it was conducted prior to the Closing, including the service of all utility customers in substantially the same manner and substantially the same service levels as provided by the Companies on the date hereof.
All Assets. The properties and assets of the Company as of the date hereof and the Closing Date include (i) all properties and assets whether or not reflected on the balance sheet included in the Financial Statements, including Licenses, Permits, Leases, Contracts, customer lists, goodwill and any other tangible or intangible assets as disclosed in the Schedules attached to this Agreement, and (ii) assets and properties acquired by the Company after the Financial Statement Date up to and including the Closing Date as set forth in SCHEDULE 4.1(l) which will be updated immediately prior to Closing, other than such properties and assets as shall have been transferred or otherwise disposed of by the Company in the ordinary course of business as shall be disclosed in SCHEDULE 4.1(l).
All Assets. The Purchased Assets include all assets of the Seller which are used in the operation of the Business, excepting therefrom only the Retained Assets.
All Assets. Except as set forth on Schedule 3.1.28, the assets of the Seller include all assets, rights, properties and contracts, the use of which is necessary or appropriate for the continued conduct by the Seller of its business substantially in the manner as it was conducted prior to the Closing, including the service of all utility customers in substantially the same manner and substantially the same service levels as provided by the Seller on the date hereof. Notwithstanding anything to the contrary contained in this Agreement, the assets shown on Schedule 3.1.28 (“Excluded Assets”) are not part of the sale and purchase contemplated hereunder and are excluded from the Assets and shall remain the property of Seller after the Closing.
