Inventory and Current Products. All inventory of the Target Companies (including materials, supplies, parts, work-in-process and finished goods) is of a quality, quantity and condition useable or saleable in the ordinary course of business, except as reserved in accordance with GAAP consistent with past practices. Except as reserved in accordance with GAAP consistent with past practices or as set forth on Schedule 3.7, none of such inventory is obsolete and no write-down of such inventory has been made or should have been made in the period since the Interim Balance Sheet Date. The quantities of inventory are not excessive and are reasonable in the present circumstances of the Target Companies. All work-in-process and finished goods inventory is free of any defect or other deficiency. All of such inventory is located at the facilities of the Target Companies and no inventory is held on a consignment basis. Each Target Company owns its inventory free and clear of all Liens other than Permitted Liens. The Sellers Disclosure Schedule sets forth a list of all products and equipment being developed, manufactured, marketed or sold by the Target Companies as of the Closing Date (collectively, the “Current Products”)
Inventory and Current Products. All inventory of the Company is of a quality, quantity and condition useable or saleable in the ordinary course of business, except as reserved in accordance with past practices. None of the inventory is obsolete and no write-down of such Inventory has been made or should have been made in the period since the date of the Balance Sheet (as defined below). The quantities of inventory are not excessive and are reasonable in the present circumstances of the Business. All work-in-process and finished goods inventory is free of any defect or other deficiency. Company owns all inventory free and clear of all Liens. Schedule 3.7 sets forth a list of all products being developed, manufactured, marketed or sold by Company as of each of the Initial Closing Date, Second Closing Date and Third Closing Date.
Inventory and Current Products. All Inventory is of a quality, quantity and condition useable or saleable in the ordinary course of business and an expiration date of at least twelve (12) months from the Closing Date, except as reserved in accordance with past practices. Except as reserved in accordance with past practices or as set forth on Schedule 5.7, none of such Inventory is obsolete and no write-down of such Inventory has been made or should have been made in the period since the date of the Balance Sheet. The quantities of Inventory are not excessive and are reasonable in the present circumstances of the Business. No Inventory is held on a consignment basis. Seller and INXL own the Inventory held by them free and clear of all Liens other than Permitted Liens. Schedule 5.7 sets forth a list of all Products being developed, manufactured, marketed or sold by Seller, INXH and INXL as of the Closing Date.
Inventory and Current Products. All Inventory of the TLC Companies is of a quality, quantity and condition useable or saleable in the ordinary course of business, except as reserved in accordance with GAAP consistent with past practices. Except as reserved in accordance with GAAP consistent with past practices or as set forth on Schedule 3.7, none of such Inventory is obsolete and no write-down of such Inventory has been made or should have been made in the period since the date of the Balance Sheet. The quantities of Inventory are not excessive and are reasonable in the present circumstances of the TLC Companies. All work-in-process and finished goods Inventory is free of any defect or other deficiency. All of such Inventory is located at the facilities of the TLC Companies and no Inventory is held on a consignment basis. The TLC Companies own their Inventory free and clear of all Liens other than Permitted Liens. Schedule 3.7 sets forth a list of all Products being developed, manufactured, marketed or sold by each TLC Company as of the Closing Date.
Inventory and Current Products. All Inventory, except for the Excluded Assets, of RF is of a quality, quantity and condition reasonably useable or saleable in the ordinary course of business, and consistent with past practices. Except as reserved consistent with past practices or as set forth on Schedule 5.7, none of such Inventory is obsolete and no write-down of such Inventory has been made or should have been made in the period since the date of the Balance Sheet. The quantities of Inventory are not excessive and are reasonable in the present circumstances of RF. All work-in-process and finished goods Inventory is free of any defect or other deficiency. All of such Inventory is located at the facilities of RF or in cloud services used by RF in the regular course of their Business and no inventory is held on a consignment basis. RF owns its Inventory free and clear of all Liens other than Permitted Liens. Schedule 5.7 sets forth a list of all Products being developed, manufactured, marketed or sold by RF as of the Closing Date, except for any Products specifically excluded under the disclosures herein, or otherwise owned by the Representing Parties and which are reasonably unrelated to the Business as it stands on the Closing Date.
