Tangible Company Properties definition

Tangible Company Properties has the meaning set forth in Section 3.16.
Tangible Company Properties is defined in Section 3.10(b).
Tangible Company Properties means the equipment, furniture, machinery, vehicles, structures, fixtures and other tangible property of the Company. “Tax” (and, with correlative meaning, “Taxes” and “Taxable”) means (i) any net income, alternative or add-on minimum tax, gross income, gross receipts, sales, use, ad valorem, transfer, franchise, profits, license, withholding, payroll, employment, excise, severance, stamp, occupation premium, property, environmental or windfall profit tax, custom, duty or other tax, governmental fee or other like assessment or charge of any kind whatsoever (including any Taxes paid with respect to any composite or similar Tax Return), together with any interest or any penalty or addition to tax imposed by any Taxing Authority. “Taxing Authority” means any governmental agency, board, bureau, body, department or authority of any United States federal, state or local jurisdiction or any foreign jurisdiction, having or purporting to exercise jurisdiction with respect to any Tax. “Tax Claim” shall have the meaning ascribed to such term in Section 6.6(f)(i). “Tax Indemnified Party” shall have the meaning ascribed to such term in Section 6.6(f)(i). “Tax Indemnifying Party” shall have the meaning ascribed to such term in Section 6.6(f)(i). “Tax Laws” means the Code, federal, state, county, local or foreign laws relating to Taxes and any regulations or official administrative pronouncements released thereunder. “Tax Returns” means any return (including any composite or similar Tax Return), report, information return, schedule, certificate, statement, election (including, without limitation, any election to be treated as a Subchapter S corporation) or other document (including any related or supporting information) filed or required to be filed with, or, where none is required to be filed with a Taxing Authority, the statement or other document issued by, a Taxing Authority in connection with any Tax. “Transaction Documents” means, collectively, this Agreement and all other agreements, instruments, certificates and other documents relating to any of the Transactions and expressly contemplated by this Agreement, including without limitation the Plan of Merger and the Unanimous Consent to the Merger. “Transactions” shall have the meaning ascribed to such term in the Recitals. “Unanimous Consent to the Merger” means the unanimous written consent of the directors of the Parent and the Parent Shareholders, attached hereto as Exhibit C, approving and adopting the Plan of ...

Examples of Tangible Company Properties in a sentence

  • To the Knowledge of the Company, the Tangible Company Properties are free of any structural or engineering defects, and during the past five years there has not been any significant interruption of the Company’s business due to inadequate maintenance or obsolescence of the Tangible Company Properties.

  • To the Knowledge of the Company, the Tangible Company Properties are free of any structural or engineering defects, and during the past five years there has not been any significant interruption of the Company's business due to inadequate maintenance or obsolescence of the Tangible Company Properties.

  • To the Knowledge of the Company and the Stockholder, the Tangible Company Properties are free of any structural or engineering defects, and during the past five years there has not been any significant interruption of the Company’s business due to inadequate maintenance or obsolescence of the Tangible Company Properties.

  • To the Knowledge of the Company, the Tangible Company Properties are free of any material patent structural or engineering defects, and since January 1, 2016, there has not been any material interruption of the Company’s business due to inadequate maintenance or obsolescence of the Tangible Company Properties.

  • Except as otherwise set forth in Section “6Z” of Exhibit “M”, PharmaHub’s Tangible Company Properties are suitable for the purposes for which intended and in operating condition and repair consistent with normal industry standards, except for ordinary wear and tear, and except for such Tangible Company Properties as shall have been taken out of service on a temporary basis for repairs or replacement consistent with PharmaHub’s prior practices and normal industry standards.

  • Except as otherwise set forth in Section “6Z” of Exhibit “M”, during the past three (3) years there has not been any significant interruption of PharmaHub’s business due to inadequate maintenance or obsolescence of the Tangible Company Properties.

  • During the past three years there has not been any significant interruption of the businesses of the Company and the Division Entities, taken as a whole, due to inadequate maintenance or obsolescence of the Tangible Company Properties, which interruption has had or would reasonably be expected to have a Company Material Adverse Effect.

  • The Entities have good, valid and marketable title to, or a valid leasehold interest in, all of the Tangible Company Properties, in each case free and clear of all Liens.

  • To the Knowledge of such Company, the Tangible Company Properties are free of any structural or engineering defects, and during the past five years there has not been any significant interruption of such Company’s business due to inadequate maintenance or obsolescence of the Tangible Company Properties.

  • The Tangible Company Properties and the intangible rights, properties and assets of the Entities to be acquired by Buyer pursuant to this Agreement constitute all material assets used or held for use by the Entities, and are necessary and sufficient for the operation of the businesses of the Entities as presently operated and as operated during the periods covered by the Company Financial Statements.

Related to Tangible Company Properties

  • Company Properties shall have the meaning set forth in Section 4.15.1.

  • Company Property means any and all property, both real and personal, tangible and intangible, whether contributed or otherwise acquired, owned by the Company.

  • Tangible Property means all equipment, machinery, goods, furniture, furnishings, fixtures, supplies, tools, materials, vehicles, books, records, and other tangible personal property that are part of the Collateral.

  • Owned Real Properties has the meaning set forth in Section 3.16(b).

  • Tangible Assets means assets consisting of land, buildings and plant, machinery and equipment;

  • Intangible Property shall have the meaning given to such term in Section 2.1(c) hereof.

  • Tangible Net Worth is, on any date, the consolidated total assets of Borrower and its Subsidiaries minus, (i) any amounts attributable to (a) goodwill, (b) intangible items such as unamortized debt discount and expense, Patents, trade and service marks and names, Copyrights and research and development expenses except prepaid expenses, and (c) reserves not already deducted from assets, and (ii)

  • Real Properties means, at any time, a collective reference to each of the facilities and real properties owned, leased or operated by the Consolidated Parties at such time.

  • Company Real Property means the Company Owned Real Property and the Company Leased Real Property.

  • Company Leased Real Property has the meaning set forth in Section 3.14(b).

  • Leased Real Property has the meaning set forth in Section 3.18(b).

  • Owned Real Property has the meaning set forth in Section 4.10(a).

  • Assets and Properties of any Person means all assets and properties of every kind, nature, character and description (whether real, personal or mixed, whether tangible or intangible, whether absolute, accrued, contingent, fixed or otherwise and wherever situated), including the goodwill related thereto, operated, owned or leased by such Person, including without limitation cash, cash equivalents, Investment Assets, accounts and notes receivable, chattel paper, documents, instruments, general intangibles, real estate, equipment, inventory, goods and Intellectual Property.

  • Consolidated Tangible Net Assets means, on any date of determination and with respect to any Person at any time, the total of all assets (including revaluations thereof as a result of commercial appraisals, price level restatement or otherwise) appearing on the consolidated balance sheet of such Person and its Consolidated Subsidiaries most recently delivered to the Lenders pursuant to Section 5.01(i) as of such date of determination, net of applicable reserves and deductions, but excluding goodwill, trade names, trademarks, patents, unamortized debt discount and all other like intangible assets (which term shall not be construed to include such revaluations), less the aggregate of the consolidated current liabilities of such Person and its Consolidated Subsidiaries appearing on such balance sheet.

  • Intangible Assets means assets that are considered to be intangible assets under GAAP, including customer lists, goodwill, computer software, copyrights, trade names, trademarks, patents, franchises, licenses, unamortized deferred charges, unamortized debt discount and capitalized research and development costs.

  • Real Estate Business means homebuilding, housing construction, real estate development or construction and related real estate activities, including the provision of mortgage financing or title insurance.

  • Real Property means, collectively, all right, title and interest (including any leasehold estate) in and to any and all parcels of or interests in real property owned in fee or leased by any Loan Party, whether by lease, license, or other means, together with, in each case, all easements, hereditaments and appurtenances relating thereto, all improvements and appurtenant fixtures and equipment, incidental to the ownership, lease or operation thereof.

  • Net Tangible Assets means the total of all assets (including revaluations thereof as a result of commercial appraisals, price level restatement or otherwise) appearing on the Company’s balance sheet, net of applicable reserves and deductions, but excluding goodwill, trade names, trademarks, patents, unamortized debt discount and all other like intangible assets (which term shall not be construed to include such revaluations), less the aggregate of the Company’s current liabilities appearing on such balance sheet. For purposes of this definition, the Company's balance sheet does not include assets and liabilities of its subsidiaries.