Common use of Certain Assets Clause in Contracts

Certain Assets. Other than with respect to real property or interests in real property, such items being the subject of Section 5.09, Intellectual Property, such items being the subject of Section 5.10, and Inventory, such items being the subject of Section 5.22, the Company has good and valid title to all assets, properties and interests owned or used by it, and valid and enforceable leasehold interests in all tangible assets it uses or leases. Such owned assets and leased assets (a) are in the possession of the Company (other than personal computing equipment used by employees of the Company), (b) suitable for use in the ordinary course of business, (c) are in good working order (ordinary wear and tear excepted) and have been maintained in accordance with standard industry practice, (d) constitute (i) all of the tangible assets used in, associated with or necessary to enable the Company to carry on and conduct its business as currently conducted and (ii) all tangible assets located or used on any of the premises occupied by the Company or from which the business of the Company is conducted; and (e) conform in all material respects to all Applicable Law. Except for Permitted Liens (including those set forth in Section 5.08 of the Disclosure Schedule), all of such owned assets are owned, and such leased assets are leased, free and clear of all Liens.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Laird Superfood, Inc.), Securities Purchase Agreement (Laird Superfood, Inc.)

Certain Assets. Other than with respect to real property or interests in real property, such items being the subject of Section 5.09, Intellectual Property, such items being the subject of Section 5.10, and Inventory, such items being the subject of Section 5.225.23, the each Acquired Company has good and valid title to all assets, properties and interests owned or used by it, and valid and enforceable leasehold interests in all tangible assets it uses or leases. Such tangible owned assets and leased assets (aA) are in the possession of the Company (other than personal computing equipment used by employees of the Company), (b) suitable for use in the ordinary course of business, business of the Acquired Companies; (cB) are in good working order (ordinary wear and tear excepted) and have been maintained in accordance with standard industry practice, ; (dC) constitute (i) all of the tangible assets used in, associated with or necessary to enable the such Acquired Company to carry on and conduct its business as currently conducted and (ii) all tangible assets located or used on any of the premises occupied by any of the Company Acquired Companies or from which the business of the Company Acquired Companies is conducted; and (eD) conform in all material respects to all Applicable LawLaws, ordinances, codes, rules and regulations applicable thereto. Except for Permitted Liens (including those set forth in Section 5.08 of the Disclosure Schedule), all of such owned assets are owned, and such leased assets are leased, free and clear of all Liens.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (ProFrac Holding Corp.)