Common use of PERMITS AND INTANGIBLES Clause in Contracts

PERMITS AND INTANGIBLES. The Company holds all licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 sets forth an accurate list and summary description of all such licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8 or 2.9, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Landcare Usa Inc), Agreement and Plan of Merger (Landcare Usa Inc), Agreement and Plan of Merger (Landcare Usa Inc)

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PERMITS AND INTANGIBLES. The Except as set forth on Schedule 2.8, the Company holds all licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE Schedule 2.8 sets forth an accurate list and summary description of all such licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE Schedule 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES Schedules 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES Schedules 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE Schedule 2.8 or 2.9, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Landcare Usa Inc), Stock Purchase Agreement (Landcare Usa Inc), Stock Purchase Agreement (Landcare Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 sets forth an accurate list and summary description of all such licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in compliance in all material respects with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8 or 2.9, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Landcare Usa Inc), Agreement and Plan of Merger (Landcare Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 sets forth an accurate list and summary description of all such licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8 or 2.9, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations.

Appears in 1 contract

Samples: Stock Purchase Agreement (Landcare Usa Inc)

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PERMITS AND INTANGIBLES. The Company holds and its employees hold all licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 3.8 sets forth an accurate list and summary description of all such licenses, franchises, permits and other governmental authorizations, including including, without limitation, permits, titles (including titles, licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including including, without limitation, interests in software or other technology systems, programs and intellectual property) (collectively); PROVIDED, the "Intangible Assets") (HOWEVER, that it being is understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9)3.9. The Intangible Assets licenses, franchises, permits and other governmental authorizations listed on SCHEDULES 2.8 3.8 and 2.9 3.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets license, franchise, permit or other governmental authorization. The Company has conducted and is conducting its business in compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets licenses, franchises, permits and other governmental authorizations listed on SCHEDULES 2.8 3.8 and 2.9 3.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8 3.8 or 2.93.9, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets licenses, franchises, permits or other governmental government authorizations.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Comfort Systems Usa Inc)

PERMITS AND INTANGIBLES. The Company holds all material licenses, franchises, permits and other governmental authorizations required or necessary in connection with the conduct of the Company's business. SCHEDULE 2.8 sets forth an accurate list and summary description of all such material licenses, franchises, permits and other governmental authorizations, including permits, titles (including licenses, franchises, certificates, trademarks, trade names, patents, patent applications and copyrights owned or held by the Company or any of its employees (including interests in software or other technology systems, programs and intellectual property) (collectively, the "Intangible Assets") (it being understood and agreed that a list of all environmental permits and other environmental approvals is set forth on SCHEDULE 2.9). The Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 are valid, and the Company has not received any notice that any person intends to cancel, terminate or not renew any such Intangible Assets or other governmental authorization. The Company has conducted and is conducting its business in material compliance with the requirements, standards, criteria and conditions set forth in the Intangible Assets and other governmental authorizations listed on SCHEDULES 2.8 and 2.9 and is not in violation of any of the foregoing. Except as specifically set forth on SCHEDULE 2.8 2.8, 2.9 or 2.92.18, the transactions contemplated by this Agreement will not result in a default under or a breach or violation of, or adversely affect the rights and benefits afforded to the Company by, any such Intangible Assets or other governmental authorizations. Any interest of the Company with respect to the trade name and mark "Golden Bear Arborists, Inc." may be limited to the extent provxxxx by California law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Landcare Usa Inc)

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