Examples of Nexius Consulting Business in a sentence
The Company owns or possesses all right, title and interest in all Permits required to own the Assets and conduct the Company’s business (excluding the Nexius Consulting Business) as now being conducted.
Notwithstanding the foregoing, nothing in this Section 7.6 shall apply to the divestiture of the Nexius Consulting Business as contemplated by this Agreement and the Split-Off Documents.
If applicable, the Issuer shall use commercially reasonable efforts to consummate an Alternative Transaction prior to October 31, 2008.
The Assets constitute all of the assets, rights and properties that are used in the operation of the Company’s business as it is now conducted (excluding the Nexius Consulting Business) or that are used or held by the Company for use in the operation of the Company’s business(excluding the Nexius Consulting Business).
Sellers acknowledge and agree that from and after the Closing, Purchaser will be entitled to possession of, and Sellers will provide to Purchaser, all documents, books, records (including Tax records), agreements, corporate minute books and financial data of any sort relating to the Company (excluding the Nexius Consulting Business).
Prior to Closing, the Company shall have consummated the divestiture of the Nexius Consulting Business in compliance with (i) the Company’s Certificate of Incorporation, Bylaws or any other organizational or other constituent document, (ii) all applicable Laws, and (iii) all contractual obligations of the Company, and Company shall have certified the same in writing to Purchaser.
At Closing the Company will have no liabilities, obligations or commitments of any nature with respect to the Nexius Consulting Business.
The IP Licenses include all of the licenses, sublicenses and other agreements or permissions relating to third party intellectual property necessary to operate the Company as presently conducted (excluding the Nexius Consulting Business).
Except as set forth in Schedule 4.10, all items of Personal Property with a value greater than $1,000 individually used or useful in the operation of the Company’s business (excluding the Nexius Consulting Business), are in good operating condition and repair (reasonable wear and tear excepted), and are suitable for their intended use in the Company’s business (excluding the Nexius Consulting Business).
All items of Personal Property of the Company with a value greater than $1,000 (excluding Personal Property used exclusively in the Nexius Consulting Business) are set forth on Schedule 4.10.