Common use of Purchase and Sale of Assets Clause in Contracts

Purchase and Sale of Assets. (a) Upon and subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Buyers agree to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the BuyerBuyers, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 1.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assetsss.2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 1.

Purchase and Sale of Assets. (a) Upon Subject to and subject to in accordance with the terms and conditions of this Agreement, the Seller agrees to sell and assign to Buyer, and Buyer shall agrees to purchase and acquire from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all of Seller’s right, title and interest inin and to the following (collectively, to and under the Acquired “Assets.”):

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets§2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSeller (and its Affiliates), and the Seller agrees (and shall cause its Affiliates) to sell, transfer, convey, assign assign, transfer and deliver to the Buyer, all of the Acquired Assets at the Closing, for the consideration specified below in this Article I2, free and clear of all right, title and interest in, to and under the Acquired AssetsLiens.

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of set forth in this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign assign, transfer and deliver to Purchaser, and Purchaser shall purchase and accept from Seller, the Buyer, at following assets relating to the Closing, for Branch (the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired “Assets.”):

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall hereby agrees to sell, convey, transfer, convey, assign and deliver to the BuyerBuyer and Buyer hereby agrees to purchase, at acquire and accept from Seller, in each case effective as of the Closing, for the consideration specified below in this Article I, all of Seller's and each of its Affiliates' right, title and interest in, in and to and under the Acquired AssetsPurchased Property.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, at the Closing the Buyer shall agrees to purchase and acquire from the Seller, Seller and the Seller shall agrees to sell, transfer, convey, assign convey and deliver to the Buyer, at the ClosingAcquired Assets, free and clear of any Encumbrance other than the Assumed Liabilities, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.3 below.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article ISection 2. The Seller will not sell to the Buyer, all rightand the Buyer will not acquire, title and interest inhowever, to and under any other asset of the Seller not included within the definition of Acquired Assets.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of set forth in this Agreement, the Buyer shall will purchase from the Seller, and the Seller shall will sell, transfer, conveyassign, assign convey and deliver to the Buyer, Buyer at the Closing, for the consideration specified below in this Article I, Closing all right, title and interest in, to and under of the Acquired Assets, free and clear of all Liens.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, for Closing in consideration of the consideration payment of the Purchase Price as specified below in this Article I, all right, title Sections 2.02 and interest in, to and under the Acquired Assets2.03.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, at all of the ClosingPurchased Assets, free and clear of any Encumbrances (other than the Assumed Liabilities) for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsARTICLE 3 below.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall agrees to sell, transferassign, convey, assign transfer and deliver to the Buyer (as directed by the Buyer) as of the Closing Date, at and the Closing, for Buyer agrees to purchase and take assignment and delivery from the consideration specified below in this Article ISeller as of the Closing Date, all of Seller’s right, title and interest in, in and to and under the Acquired Assets, free and clear of all Liens and Liabilities.

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall agrees to sell, transferassign, convey, assign transfer and deliver to Buyer as of the BuyerClosing Date, at and Buyer agrees to purchase and take assignment and delivery from Seller as of the Closing, for the consideration specified below in this Article IClosing Date, all of Seller’s right, title and interest inin and to the Purchased Assets, to free and under clear of all Encumbrances other than the Acquired AssetsPermitted Encumbrances.

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this AgreementAgreement (including the conditions precedent set forth in Section 2.4), the Seller agrees to sell to Buyer, and Buyer shall agrees to purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all of Seller’s right, title and interest inin the following (collectively, to and under the Acquired “Assets.”):

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the each Seller shall agrees to sell, transferassign, convey, assign transfer and deliver to Buyer as of the BuyerClosing Date, at and Buyer agrees to purchase and take assignment and delivery from the Closing, for Sellers as of the consideration specified below in this Article IClosing Date, all of such Seller’s right, title and interest inin and to the Purchased Assets, to free and under clear of all Encumbrances other than the Acquired AssetsPermitted Encumbrances.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Purchaser agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to Purchaser, all of the Buyer, Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 1.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, for Closing in consideration of the consideration assumption by Buyer of the Assumed Liabilities and the payment by Buyer of the Purchase Price as specified below in this Article I, all right, title Sections 2.02 and interest in, to and under the Acquired Assets2.03.

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of set forth in this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign assign, transfer and deliver to Purchaser, and Purchaser shall purchase and accept from Seller, the Buyer, at following assets relating to the Closing, for Branch (the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired "Assets").

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of contained in this Agreement, the Buyer shall purchase from the Sellereach Seller agrees to sell to Purchaser, and the Seller shall sellPurchaser agrees to purchase, transfer, convey, assign accept and deliver to the Buyer, at the Closing, for the consideration specified below in this Article Ipay for, all of Sellers’ right, title and interest in, in and to and under the Acquired Assets.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assetsss.2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the ClosingClosing in consideration of the payments by Buyer of the Purchase Price, for the consideration plus such other amounts, as specified below in this Article ISection 2.02, and Buyer shall further assume all rightof the Included Liabilities, title and interest in, to and under the Acquired Assetsas specified below in Section 2.04.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to Buyer, the Buyerassets as set forth on Schedule "A" attached hereto (collectively, the "Acquired Assets"), at the Closing, Closing (as defined in Section 2) for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 1.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, for Closing in consideration of the consideration assumption by Buyer of the Assumed Liabilities and the payment of the Purchase Price as specified below in this Article I, all right, title Sections 2.02 and interest in, to and under the Acquired Assets2.03.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerCompany, and the Seller shall Company agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver subject to the BuyerSection 2.4, at the Closing, for the consideration specified below in this Article ISeller and its Affiliates shall sell, assign, transfer, convey and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller and its Affiliates all right, title and interest of Seller and its Affiliates in, to and under the Acquired Transferred Assets, free and clear of all Encumbrances, other than Permitted Encumbrances.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Buyers agree to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign and deliver to the BuyerBuyers, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 1.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver deliver, or cause to be sold, transferred, conveyed and delivered, to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets(S)2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, for Closing in consideration of the consideration payment by Buyer of the Purchase Price as specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.02.

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall hereby agrees to sell, convey, transfer, convey, assign and deliver to the BuyerBuyer and Buyer hereby agrees to purchase, at acquire and accept from Seller, in each case effective as of the Closing, for the consideration specified below in this Article I, all of Seller's right, title and interest in, in and to and under the Acquired AssetsPurchased Property.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign and deliver to Buyer, all of the BuyerAcquired Assets, free and clear of all Liens, at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets§2.

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of set forth in this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign assign, transfer and deliver to Purchaser, and Purchaser shall purchase and accept from Seller, the Buyer, at following assets relating to the Closing, for Branches (the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired “Assets.”):

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign convey and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the ClosingClosing in consideration of the payments by Buyer of the Purchase Price (as defined below), for the consideration plus such other amounts, as specified below in this Article ISection 1.02, and Buyer shall further assume all rightof the Included Liabilities, title and interest in, to and under the Acquired Assetsas specified below in Section 1.03.

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, at the Closing Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, assign, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign convey and deliver to Buyer, the BuyerAcquired Assets, free and clear of all Security Interests other than Permitted Liens, at the Closing, Closing in exchange for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsPurchase Price.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of this Agreement, and in reliance upon the Buyer shall purchase representations and warranties of Seller and Purchaser contained in this Agreement, Purchaser agrees to buy from the Seller, Seller and the Seller shall sell, transfer, convey, assign and deliver agrees to sell to Purchaser certain assets of Seller relating to the Buyer, at Business described as follows (the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired "Assets."):

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration with respect to the Acquired Assets specified below in this Article I, all right, title and interest in, to and under the Acquired Assets'2.

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall Sellers hereby sell, transferassign, convey, assign transfer and deliver to the Buyer, at and the Closing, for Buyer hereby purchases and takes assignment and delivery from the consideration specified below in this Article ISellers as of the Closing Date, all of the Sellers’ right, title and interest inin and to the Purchased Contracts, to free and under clear of all Encumbrances other than the Acquired AssetsPermitted Encumbrances and assumes the Assumed Liabilities.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase and to accept from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerCompany, and the Seller shall Company agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets.below. 8

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver delivery to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in herein. The assets which are the subject to this Article I, all right, title and interest in, to and under transaction do not include the Acquired Assetscorporate entity or shell of the Seller nor does it include any cash or liquid assets of the Seller.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerCompany, and the Seller shall Company agrees to sell, assign, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets free and clear of all Liens at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets§2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assetsss.2.

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of Seller’s rights, title, and interest in and to the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets§2.

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of set forth in this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for 2 Sellers shall sell, assign, deliver and transfer to Purchaser, and Purchaser agrees to purchase and acquire from Sellers, free and clear of all Encumbrances the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets.following:

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets2.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of contained in this Agreement, the Buyer shall purchase from the SellerSeller agrees to sell to Purchaser, and Purchaser agrees to purchase, accept and pay for, the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, at the Closing, Acquired Assets for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assetssection 2.

Purchase and Sale of Assets. (a) Upon Based on the representations, warranties, declarations and exhibits made by the Sellers in front of the Buyer in this Agreement and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets§2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Buyers agree to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to Buyers, all of the Buyer, Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from Seller and Seller agrees to sell to Buyer the Seller, and following assets (collectively referred to herein as the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired “Assets.”):

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Purchaser agrees to purchase from the Seller, Seller and the Seller shall agrees to sell, transfer, convey, assign and deliver to the BuyerPurchaser, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.3.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, at the Closing, Buyer shall agrees to purchase the Assets from the Seller, and the Seller shall agrees to sell, transfer, convey, assign convey and deliver the Assets to the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsPurchase Price.

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of set forth in this Agreement, the Buyer shall purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign assign, transfer and deliver to the BuyerPurchaser, and Purchaser agrees to purchase and acquire from Seller, at the Closing, for all of the consideration specified below in this Article I, all right, title and interest in, to and under following (the Acquired "Assets."):

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets§2.

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, at all of the Closing, Acquired Assets on the Closing Date effective as of the Effective Date for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of set forth in this Agreement, the Buyer shall will purchase from the Seller, and the Seller shall will sell, transfer, conveyassign, assign convey and deliver to the Buyer, Buyer at the Closing, for the consideration specified below in this Article I, Closing all right, title and interest in, to and under of the Acquired Assets., free and clear of all Liens. Section 2.2

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of set forth in this Agreement, the Seller agrees to sell, assign, transfer and deliver to Buyer shall and Buyer agrees to purchase from the Seller all of Seller, 's inventory and miscellaneous other assets listed on Exhibit "A" attached hereto and made a part hereof (the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired "Assets").

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, at the Closing, Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all rightentirety of its rights, title and interest in, in and to and under the Acquired Assets.Assets (as defined herein), free and clear of all Encumbrances, for the following consideration:

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and --------------------------- conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign agrees to sell and deliver to Purchaser and Purchaser agrees to purchase from Seller as of the Buyer, at the Closing, for the consideration specified below in this Article I, Closing Date all right, of Seller's right and title to and interest inin all of the following assets, properties and rights (the "Purchased Assets") relating to and under the Acquired Divisions (but expressly excluding therefrom the Excluded Assets.):

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms and conditions of set forth in this Agreement, at the Buyer shall purchase from the SellerClosing (as defined in Section 1.6 below), and the Seller shall agrees to sell, convey, transfer, convey, assign and deliver to the Buyer, at and the ClosingBuyer agrees to acquire, for purchase and accept from the consideration specified below in this Article ISeller, all of the Seller’s right, title and interest in, in and to and under the Acquired Assets., wherever located, free and clear of any Liens (as defined in Section 2.2(b) below). For purposes of this Agreement, the term “Acquired Assets” means:

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, at the Closing, Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at free and clear of all Security Interests and restrictions on transfer other than Permitted Encumbrances, all of the Closing, Acquired Assets for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsII.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, assign, transfer, convey, assign convey and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets§2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the ClosingClosing in consideration of the payments by Buyer of the Purchase Price, for the consideration plus such other amounts, as specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.02.

Purchase and Sale of Assets. (a) Upon and subject to the terms and conditions of this Agreement, the Buyer shall Purchaser agrees to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign assign, and deliver to the BuyerPurchaser, all of the Acquired Assets, at the Closing, for the consideration specified below in this Article Ifree and clear of all liens, all rightclaims, title charges, Security Interests, and interest in, to and under the Acquired Assetsencumbrances of any kind or nature.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Purchaser agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the BuyerPurchaser, the Property at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSECTION 2.3.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, at the Closing the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, at all of the ClosingAcquired Assets, free and clear of all Security Interests, for the consideration specified below in this Article III, all right, title pursuant to a Xxxx of Sale delivered in connection herewith and interest in, to and under such other instruments or agreements as the Acquired Assets.Buyer may reasonably request. 2.02

Purchase and Sale of Assets. (a) Upon the terms and subject to the terms conditions set forth in this Agreement and conditions in reliance on the representations and warranties of this Agreementeach party herein, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at effective as of the Closing, for the consideration specified below in this Article ISeller hereby agrees to sell, transfer and assign to Buyer, and Buyer hereby agrees to purchase from Seller, all right, title and interest in, to and under of the Acquired Purchased Assets.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, including the license granted under Section 2.6(a), Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver deliver, as applicable, to the Buyer, Buyer at the Closing, the Acquired Assets, free and clear of any and all Encumbrances, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsII.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets used in the Business at the Closing, Closing for the consideration specified below in this Article ISection 2, free and clear of any and all right, title and interest in, to and under the Acquired AssetsSecurity Interests or rights of others whatsoever.

Purchase and Sale of Assets. (a) Upon Seller agrees to sell to Buyer, and subject Buyer agrees to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below as defined in this Article Iagreement, all of Seller’s right, title and interest inin and to all of the assets used by Seller in connection with the operation of the Business (the “Assets”), to and under including, without limitation, the Acquired Assets.following:

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign transfer convey and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets (other than the Accounts Receivable) at the Closing, First Closing Date and all of the Accounts Receivable on the Accounts Receivable Closing Date for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.3.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSeller and Seller agrees to sell, and the Seller shall sellassign, transfer, convey, assign and deliver to the Buyer, at all of the Closing, for the consideration specified below in this Article I, all Seller's right, title and interest inin the contracts set forth on Exhibit A hereto ("Contracts") or (the "Purchased Assets"), subject to and under the Acquired Assetsliabilities specified in Section 2 of this Agreement.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Buyers agree to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to Buyers, all of the Buyer, at Acquired Assets on the Closing, Closing Date for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.4.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsParagraph 2.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to, and to cause its applicable Affiliates to, sell, transfer, convey, assign and deliver to the Buyer, at the Closing, all of the Acquired Assets for the consideration specified below in this Article I, all right, title Section 2.4 and interest in, to and under the Acquired Assetsassumption of the Assumed Liabilities by the Buyer.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, closing free and clear of any Security Interests for the consideration specified below set forth in this Article Isubsection 2.3, all right, title and interest in, to and under the Acquired Assetsbelow.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, free and clear of any Encumbrances other than Permitted Encumbrances, all of the Acquired Assets at the Closing, for Closing in consideration of the consideration Purchase Price as specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.03.

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSellers, and the Seller shall Sellers agree to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets, free and clear of all Security Interests, at the Closing, Closing for the consideration specified below in Purchase Price. Notwithstanding the foregoing, the transfer of the Acquired Assets pursuant to this Article I, all right, title and interest in, Agreement shall not include the assumption by Buyer of any Liability related to and under the Acquired Assets.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSec.2.

Purchase and Sale of Assets. (a) Upon and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver agrees to sell to the Buyer, at the Purchased Assets. At the Closing, for the consideration specified below Seller will transfer the Purchased Assets to the Buyer, free and clear of all liens, security interests, claims, charges, encumbrances and interests as provided and authorized in this Article I, all right, title and interest in, to and under the Acquired AssetsOrder.

Purchase and Sale of Assets. (a) Upon On the terms and subject to the terms and conditions of set forth in this Agreement, at and effective as of the Buyer shall purchase Closing, Purchaser agrees to purchase, acquire and accept from the Seller, and the Seller shall agrees to sell, transfer, conveyassign, assign convey and deliver to the Buyer, at the Closing, for the consideration specified below in this Article IPurchaser, all right, title and interest in, to and under the Acquired Purchased Assets., free and clear of all Liens, including, but not limited to, each of the following assets to the fullest extent permitted by law:

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, convey, assign and deliver to the Buyer, all of the Acquired Assets at the ClosingClosing in consideration of the payments by Buyer of the Purchase Price (as defined below), for the consideration plus such other amounts, as specified below in this Article ISection 2.02, and Buyer shall further assume all rightof the Included Liabilities, title and interest in, to and under the Acquired Assets.as specified below in Section 2.03. Section 2.02

Purchase and Sale of Assets. (a) Upon and subject Subject to the terms and conditions of this Agreement, the Buyer shall purchase from Vendor hereby sells, transfers and absolutely assigns to Purchaser, the SellerAssets, and the Seller shall sell, transfer, convey, assign Purchaser hereby purchases and deliver to acquires the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the SellerSelling Entities, and the Seller shall Selling Entities agree to sell, assign, transfer, convey, assign and deliver to Buyer free and clear of all Liens, other than those arising under the BuyerReagent Agreements and those associated with any of the Assumed Liabilities, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall Purchaser agrees to purchase from the SellerCompany, and the Seller shall Company agrees to sell, assign, transfer, convey, assign and deliver to the BuyerPurchaser, Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 1.2.

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, transfer, assign, convey, assign and deliver to the Buyer, all of the Acquired Assets at the Closing, First Closing for the consideration specified below in this Article I, Section 2 (it being understood that all right, title and interest in, to and under of the Acquired AssetsExcluded Assets shall remain the property of Seller following the Closing).

Purchase and Sale of Assets. (a) Upon On and subject to the terms and conditions of this Agreement, the Buyer shall agrees to purchase from the Seller, and the Seller shall agrees to sell, assign, transfer, convey, assign convey and deliver to the Buyer, all of the Acquired Assets at the Closing, Closing for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired AssetsSection 2.