Common use of Fixtures and Equipment Clause in Contracts

Fixtures and Equipment. Except as would not reasonably be expected to have a Material Adverse Effect, each of the Company and its Subsidiaries (as applicable) has good title to, or a valid leasehold interest in, the tangible personal property, equipment, improvements, fixtures, and other personal property and appurtenances that are used by the Company or its Subsidiary in connection with the conduct of its business (the “Fixtures and Equipment”). Except as would not reasonably be expected to have a Material Adverse Effect, the Fixtures and Equipment are structurally sound, are in good operating condition and repair, are adequate for the uses to which they are being put, are not in need of maintenance or repairs except for ordinary, routine maintenance and repairs and are sufficient for the conduct of the Company’s and/or its Subsidiaries’ businesses (as applicable) in the manner as conducted prior to the Closing. Except as would not reasonably be expected to have a Material Adverse Effect, each of the Company and its Subsidiaries owns all of its Fixtures and Equipment free and clear of all Liens except for (a) Liens for current taxes not yet due and (b) zoning laws and other land use restrictions that do not impair the present or anticipated use of the property subject thereto.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Adamis Pharmaceuticals Corp), Securities Purchase Agreement (Adamis Pharmaceuticals Corp)

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Fixtures and Equipment. Except as would not reasonably be expected to have a Material Adverse Effect, each Each of the Company and its Subsidiaries (as applicable) has good title to, or a valid leasehold interest in, the tangible personal property, equipment, improvements, fixtures, and other personal property and appurtenances that are used by the Company or its Subsidiary in connection with the conduct of its business (the “Fixtures and Equipment”). Except as would not reasonably be expected to have a Material Adverse Effect, the The Fixtures and Equipment are structurally sound, are in good operating condition and repair, are adequate for the uses to which they are being put, are not in need of maintenance or repairs except for ordinary, routine maintenance and repairs and are sufficient for the conduct of the Company’s and/or its Subsidiaries’ businesses (as applicable) in the manner as conducted prior to the Closing. Except as would not reasonably be expected to have a Material Adverse Effect, each Each of the Company and its Subsidiaries owns all of its Fixtures and Equipment free and clear of all Liens except for (a) Liens as do not materially affect the value of such property and do not materially interfere with the use made and proposed to be made of such property by the Company and the Subsidiaries, (b) liens for current taxes not yet due and (bc) zoning laws and other land use restrictions that do not impair the present or anticipated use of the property subject thereto.

Appears in 1 contract

Samples: Securities Purchase Agreement (Oblong, Inc.)

Fixtures and Equipment. Except as would not reasonably be expected to have a Material Adverse Effect, each Each of the Company and its Subsidiaries (as applicable) has good title to, or a valid leasehold interest in, the tangible personal property, equipment, improvements, fixtures, and other personal property and appurtenances that are used by the Company or its Subsidiary in connection with the conduct of its business (the “Fixtures and Equipment”). Except as , except where such failure to have such title or leasehold interest would not reasonably be expected to have a Material Adverse Effect, the . The Fixtures and Equipment are structurally sound, are in good operating condition and repair, are adequate for the uses to which they are being put, are not in need of maintenance or repairs except for ordinary, routine maintenance and repairs and are sufficient for the conduct of the Company’s and/or its Subsidiaries’ businesses (as applicable) in the manner as conducted prior to the Closing. Except as would not reasonably be expected to have a Material Adverse Effectset forth in the SEC Documents and Permitted Liens, each of the Company and its Subsidiaries owns all of its Fixtures and Equipment free and clear of all material Liens except for (a) Liens liens for current taxes not yet due and (b) zoning laws and other land use restrictions that do not impair the present or anticipated use of the property subject thereto.

Appears in 1 contract

Samples: Securities Purchase Agreement (Comscore, Inc.)

Fixtures and Equipment. Except as would not reasonably be expected to have a Material Adverse Effect, each Each of the Company and its Subsidiaries (as applicable) has good title to, or a valid leasehold interest in, the tangible personal property, equipment, improvements, fixtures, and other personal property and appurtenances that are used by the Company or any of its Subsidiary Subsidiaries in connection with the conduct of their respective businesses as currently conducted and that are material to the business of the Company and its business Subsidiaries, taken as a whole (the “Fixtures and Equipment”). Except as would not reasonably be expected to have a Material Adverse Effect, the The Fixtures and Equipment are structurally sound, are in good operating condition and repair, are adequate for the uses to which they are being put, are not in need of maintenance or repairs except for ordinary, routine maintenance and repairs and are sufficient for the conduct of the Company’s and/or its Subsidiaries’ businesses (as applicable) in the manner as conducted prior to the Closingcurrently conducted. Except as would not reasonably be expected to have a Material Adverse Effectset forth on Schedule 3(x), each of the Company and its Subsidiaries owns all of its Fixtures and Equipment free and clear of all Liens except for (ai) Liens for current taxes not yet due and (bii) zoning laws and other land use restrictions that do not impair the present or anticipated use of the property subject thereto, (iii) those that would not be expected, individually or in the aggregate, to have a Material Adverse Effect and (iii) other Permitted Liens (as defined in the Indenture).

Appears in 1 contract

Samples: Securities Purchase Agreement (Tellurian Inc. /De/)

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Fixtures and Equipment. Except as would not reasonably be expected to have a Material Adverse Effect, each Each of the Company and its Subsidiaries (as applicable) has good title to, or a valid leasehold interest in, the tangible personal property, equipment, improvements, fixtures, and other personal property and appurtenances that are used by the Company or any of its Subsidiary Subsidiaries in connection with the conduct of their respective businesses as currently conducted and that are material to the business of the Company and its business Subsidiaries, taken as a whole (the “Fixtures and Equipment”). Except as would not reasonably be expected to have a Material Adverse Effect, the The Fixtures and Equipment are structurally sound, are in good operating condition and repair, are adequate for the uses to which they are being put, are not in need of maintenance or repairs except for ordinary, routine maintenance and repairs and are sufficient for the conduct of the Company’s and/or its Subsidiaries’ businesses (as applicable) in the manner as conducted prior to the Closingcurrently conducted. Except as would not reasonably be expected to have a Material Adverse Effectset forth on Schedule 3(z), each of the Company and its Subsidiaries owns all of its Fixtures and Equipment free and clear of all Liens except for (ai) Liens for current taxes not yet due and (bii) zoning laws and other land use restrictions that do not impair the present or anticipated use of the property subject thereto, (iii) those that would not be expected, individually or in the aggregate, to have a Material Adverse Effect and (iii) other Permitted Liens (as defined in the Indenture).

Appears in 1 contract

Samples: Securities Purchase Agreement (Tellurian Inc. /De/)

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