Common use of Sufficiency of Assets Clause in Contracts

Sufficiency of Assets. Except for the Excluded Assets, the Acquired Assets constitute all of the properties, assets and rights used by the Sellers to conduct the Business as currently conducted by Sellers.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Rouge Industries Inc), Asset Purchase Agreement (Rouge Industries Inc), Asset Purchase Agreement (Rouge Industries Inc)

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Sufficiency of Assets. Except for the Excluded Assets, the The Acquired Assets constitute all of the propertiesrights, property and assets that are owned and rights used controlled by Seller or any of its Affiliates as of the Sellers Closing Date and are necessary for the development and commercialization of the Current Product. None of the Excluded Assets (other than certain employees of Seller or any of its Affiliates) are material to conduct the Business as currently conducted by Sellersdevelopment and commercialization of the Current Product.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Medivation, Inc.), Asset Purchase Agreement (Biomarin Pharmaceutical Inc)

Sufficiency of Assets. Except for the Excluded Assets, the The Acquired Assets constitute include all of the material assets, properties, assets interests and rights material to, or used for the conduct of the Business of Seller as presently conducted. Seller has such technology sufficient for the operations of its Business as it is presently conducted. Seller has the right to use all of the assets, properties, interests and rights used by in the Sellers to conduct of the Business as currently conducted by Sellerspresently conducted, notwithstanding any Asset Liens on such assets, properties, interests and rights.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Wifimed Holdings Company, Inc.), Asset Purchase Agreement (Wifimed Holdings Company, Inc.)

Sufficiency of Assets. Except for the Excluded The Acquired Assets, including the Acquired Assets Business Contracts, constitute all of the assets, properties, assets rights and rights used by goodwill necessary to carry on the Sellers to conduct the Acquired Business as currently conducted by Sellersthe Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cord Blood America, Inc.)

Sufficiency of Assets. Except for the Excluded Assets, the The Acquired Assets constitute all of the assets, properties, assets rights and rights used by goodwill necessary to carry on the Sellers to conduct the Acquired Business as currently conducted by Sellersthe Seller.

Appears in 1 contract

Samples: Existing Samples Purchase Agreement (Cord Blood America, Inc.)

Sufficiency of Assets. Except for Other than the Excluded Assets, the Acquired Assets constitute all of the properties, assets and rights owned by Sellers that are used by primarily in the Sellers to conduct operation of the Business as currently conducted by Sellersand are sufficient to operate the Business as currently conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Amcast Industrial Corp)

Sufficiency of Assets. Except for the Excluded Assets, the The Acquired Assets (a) constitute all of the propertiesassets, assets tangible and rights used by intangible, of any nature whatsoever, of Seller and its Subsidiaries that are necessary for the Sellers to conduct ownership and operation of the Acquired Business as currently presently conducted by SellersSeller and its Subsidiaries and (b) include all of the operating assets of Seller.

Appears in 1 contract

Samples: Agreement for the Purchase And (MoSys, Inc.)

Sufficiency of Assets. Except for The Acquired Assets, together with the Excluded Assets, the Acquired Assets constitute comprise all of the propertiesassets, assets rights and properties used or held for use by Seller primarily in connection with the Business. The Acquired Assets, together with the Excluded Assets, are all of the assets, rights used by the Sellers and properties necessary to conduct operate the Business at the Facility in all material respects as currently the Business is presently conducted by SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sparton Corp)

Sufficiency of Assets. Except for Acquired Assets that will be sold or otherwise disposed of in the Excluded Assetsordinary course of business prior to Closing, the Acquired Assets constitute all of the material assets, properties, assets licenses, rights, permits and rights contracts that are being used by in and that are necessary for the Sellers to conduct operation of the Business as currently conducted by Sellerspresently conducted.

Appears in 1 contract

Samples: Asset Purchase Agreement (Integrated Security Systems Inc)

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Sufficiency of Assets. Except for the Excluded Assets and the Shared Assets, the Acquired Assets constitute all of the propertiesproperties and assets, assets tangible and rights intangible, real, personal and mixed, of any nature whatsoever, used by for or otherwise necessary for conducting the Sellers to conduct the Business Business, as currently conducted by SellersSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pro Dex Inc)

Sufficiency of Assets. Except for the Excluded Assets, the Acquired The Purchased Assets constitute all of the propertiesSeller's assets Related to the Business, assets and rights used by except for the Sellers to conduct the Business as currently conducted by SellersExcluded Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Leadingside Inc)

Sufficiency of Assets. Except The Acquired Assets include all of the operating assets of Seller used in the operation of the Business and constitute all of the assets, tangible and intangible, of any nature whatsoever, (i) necessary to operate the Business in the manner presently operated by Seller, except for the Excluded Assets, the Acquired Assets constitute all of the propertiesand (ii) pertaining to technology, assets processes, plans, and rights used by the Sellers to conduct the Business as currently conducted by Sellersother items under development for use in such Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Hickok Inc)

Sufficiency of Assets. Except for the Excluded Assets, the The Acquired Assets constitute all of the properties, assets assets, interests and rights that: (i) are owned by Seller or in which Seller has any right, title or interest that are used by or held for use in connection with the Sellers to Business; and (ii) are required for the continued conduct of the Business by Acquisition Sub immediately following the Closing in the same manner as currently conducted by SellersSeller immediately prior to the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Daily Journal Corp)

Sufficiency of Assets. Except The Acquired Assets include all of the operating assets of Seller necessary for the operation of the Seller’s Business as currently conducted and constitute all of the assets, tangible and intangible, of any nature whatsoever, (a) necessary to operate the Business in the manner presently operated by Seller, except for the Excluded Assets, the Acquired Assets constitute all of the propertiesand (b) pertaining to technology, assets processes, plans, and rights other items under development used by the Sellers to conduct the Business as currently conducted by Sellersin Seller’s Business. EPI International has no assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Myers Industries Inc)

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