Business and Assets. Xxxxxx Holdco shall not, and Executive shall cause Xxxxxx Holdco not to, have any assets or liabilities other than (i) Shares of the Company, (ii) its rights and obligations under this Agreement and the Xxxxxx Loan Agreement, (iii) cash and cash equivalents and (iv) receivables from one or more of its Affiliates.
Business and Assets. Sponsor Holdings shall not have any assets or liabilities other than (i) Shares or other Securities of the Company, (ii) its rights and obligations under this Agreement, the Sponsor Holdings Investment Agreement, the Note Purchase Agreement and the Notes, (iii) cash and cash equivalents and other investments permitted under the Note Documents, including the Notes, and letters of credit (in form and substance reasonable satisfactory to SHUSA) and financing guarantees from the Original Sponsor Holdings Investors (in form and substance reasonable satisfactory to SHUSA) and (iv) other immaterial liabilities and obligations incidental to the foregoing.
Business and Assets. 10.1 For the purposes of this paragraph 10 only, a “material asset” means an asset (other than any IP or immovable properties contemplated in paragraph 12) with a book value in the Accounts of, or one acquired since then at a purchase price of, more than USD 100,000.
Business and Assets. (a) Except to the extent set forth on Schedule B.4, each Seller is and has been engaged in the business of providing dental services to children (including orthodontic services), primarily to children covered by AHCCCS, and is not engaged in any other business whatsoever except as may be incidental to the foregoing.
Business and Assets. (a) The Rambler Business is the only business carried on by Rambler and its Subsidiaries.
Business and Assets. (a) The Thundermin Business is the only business carried on by Thundermin.
Business and Assets. (a) There is no pending, or to Vendor’s Knowledge threatened, product recall by any authorised regulator in respect of the Products, nor is the Vendor aware of any circumstances that could reasonably give rise to a Product recall.
Business and Assets. 2.1 N-Vision is a holding company whose sole activity is the holding of shares in PTH. It has no assets other than shares in the capital of PTH and cash or cash equivalents. It has in aggregate no more than €25,000 (or its equivalent in another currency at the time) of obligations and liabilities of any kind, and at Completion will have no liabilities to its shareholders. It has never had any employees or offered employment to any person.
Business and Assets. 6.1 The Company has good and marketable title to and is the full legal and beneficial owner of all the assets included in the Accounts, any asset acquired since the Accounts Date and all other assets used by the Company in its business except for those disposed of since the Accounts Date in the normal and usual course of its business.
Business and Assets. 8.1 Since the Accounts Date, the Business of each Body Corporate has been carried on in the ordinary and usual course and, without limitation, there has not been:
