Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 20 contracts
Samples: Agreement and Plan of Merger and Reorganization (Serve Robotics Inc. /DE/), Agreement and Plan of Merger and Reorganization (Laffin Acquisition Corp.), Agreement and Plan of Merger and Reorganization (Aeluma, Inc.)
Assets. Each of the Parent and the Acquisition Subsidiary Subsidiaries owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Tactical Air Defense Services, Inc.), Agreement and Plan of Merger and Reorganization (Solar Energy Initiatives, Inc.), Agreement and Plan of Merger and Reorganization (Critical Digital Data, Inc.)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 6 contracts
Samples: Agreement and Plan of Merger and Reorganization (Organovo Holdings, Inc.), Agreement and Plan of Merger (Invivo Therapeutics Holdings Corp.), Agreement and Plan of Merger and Reorganization (Invivo Therapeutics Holdings Corp.)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interestsecurity interest.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (U.S. Rare Earth Minerals, Inc), Agreement and Plan of Merger and Reorganization (Exicure, Inc.), Agreement and Plan of Merger and Reorganization (Zeta Acquisition Corp Ii)
Assets. Each of the The Parent and the Acquisition each Parent Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Anvex International, Inc.), Agreement and Plan of Merger and Reorganization (Dynastar Holdings, Inc.), Agreement and Plan of Merger and Reorganization (Visual Network Design, Inc.)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security InterestLien.
Appears in 2 contracts
Samples: Asset Purchase Agreement (REGAL ONE Corp), Asset Purchase Agreement (REGAL ONE Corp)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interestsecurity interest.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Amesite Operating Co), Agreement and Plan of Merger and Reorganization (Amesite Inc.)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No Except as set forth in Schedule 3.13 of the Parent Disclosure Schedule, no asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Lifeapps Digital Media Inc.), Agreement and Plan of Merger and Reorganization (Boldface Group, Inc.)
Assets. Each of the Parent Parent, and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its respective businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent Parent, or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Brain Scientific Inc.)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets reasonably necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (22nd Century Group, Inc.)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition Subsidiary (tangible or intangible) is subject to any Security Interest.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Tyme Technologies, Inc.)
Assets. Each of the Parent and the Acquisition Subsidiary owns or leases all tangible assets necessary for the conduct of its businesses as presently conducted and as presently proposed to be conducted. Each such tangible asset is free from material defects, has been maintained in accordance with normal industry practice, is in good operating condition and repair (subject to normal wear and tear) and is suitable for the purposes for which it presently is used. No asset of the Parent or the Acquisition any Parent Subsidiary (tangible or intangible) is subject to any Security Interest.. 29 3.14
Appears in 1 contract
Samples: HTM Merger Agreement
