Purchase of Acquired Assets. (a) Purchase and Sale of the Acquired Assets. Subject to the terms and conditions of this Agreement, the Purchaser shall purchase and acquire from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Purchaser, for the consideration specified below in this Article 2 at the Closing, all of the Acquired Assets.
Purchase of Acquired Assets. On the terms and subject to the conditions of this Agreement, at the Closing (as defined in Section 1.3(a)), subject to Section 1.5, Seller shall sell, convey, assign and transfer to Buyer, and Buyer shall purchase and acquire from Seller, all of Seller’s right, title and interest in and to the following assets (but excluding all Excluded Assets (as defined in Section 1.1(b))) (collectively, excluding any Excluded Assets, the “Acquired Assets”), free and clear of all Liens other than Permitted Liens:
Purchase of Acquired Assets. Subject to the terms and conditions set forth in this Agreement, BH Media agrees to convey, assign, sell, transfer and deliver (or to cause to be conveyed, assigned, sold, transferred and delivered) to Buyer at the Closing, and Buyer agrees to purchase and receive from BH Media at the Closing, all right, title and interest of BH Media in and to all tangible and intangible assets that are owned, leased, licensed, used or held for use by BH Media in connection with the BH Media Newspaper Business, other than the Excluded Assets (as defined in this Agreement) (such assets, collectively, the “Acquired Assets”), including the following:
Purchase of Acquired Assets. At the Closing, Seller agrees to sell, transfer, assign, convey and deliver to Buyer the Acquired Assets, and Buyer agrees to purchase, accept and take delivery of the Acquired Assets listed on SCHEDULE 2.1 hereto, on the terms and subject to the conditions set forth in this Agreement. Subject to receipt of required consents, Seller agrees to assign to Buyer and Buyer shall accept novation of and acquire all rights under the Novated Agreements (as defined in SECTION 3.6). The Novated Agreements novated and assigned and the other Acquired Assets listed on SCHEDULE 2.1 hereto shall constitute the Acquired Assets. The parties specifically agree that Buyer will not acquire any ownership rights in the assets of Seller other than the Acquired Assets.
Purchase of Acquired Assets. Subject to the terms and conditions of this Agreement (including, without limitation, the limitations with respect to the Patent Rights described in Section 5.2 of this Agreement), at the Closing, AutoCyte will sell, assign, transfer, convey, and deliver to NeoPath, and NeoPath will purchase, acquire, and accept the Acquired Assets from AutoCyte, free and clear of all liens, claims, restrictions, interests, and encumbrances except for restrictions arising because NSI's representations, warranties, and covenants to AutoCyte set forth in the NSI-AutoCyte Agreement turn out not to be true as of either March 25, 1999 or the date of closing of the NSI-AutoCyte Agreement.
Purchase of Acquired Assets. On the terms and subject to the conditions set forth in this Agreement, on the Closing Date (as defined in Section 1.3 hereof), Seller agrees to sell, assign, transfer and deliver to Cordia, free and clear of all liens, pledges, encumbrances, charges, restrictions, or claims of any kind, nature, or description and Cordia agrees to purchase for Consideration set forth in Section 1.2, the following tangible and intangible Acquired Assets and personal property owned by Seller and used in connection with the conduct of Seller’s business, where located, collectively referred to as the “Acquired Assets.”
Purchase of Acquired Assets. With respect to the Business, all of Seller’s and Affiliated Sellers’ right, title and interest in the assets set forth on Annex A hereto to the extent such assets are not owned by the Acquired Entity (the “Acquired Assets”), by conveyance of such assets directly to Buyer or one or more of the Affiliated Buyers and by conveyance to Buyer or one or more Affiliated Buyers of all of the general and limited partner interests of each Tubular Business LP in accordance with Section 2.3.
Purchase of Acquired Assets. On and subject to the terms and conditions of this Agreement, the Acquirer agrees to purchase from the Company, and the Company agrees to sell to the Acquirer, all of the Acquired Assets for the Purchase Price specified below in Section 2.2.
Purchase of Acquired Assets. On and subject to the terms and conditions of this Agreement, the Buyer agrees to purchase from the Seller, and the Seller agrees to sell, transfer, convey, and deliver to Buyer, all of the Acquired Assets, free and clear of all Security Interests, at the Closing for the consideration specified in this Section 2. The Seller shall retain the Excluded Assets.
Purchase of Acquired Assets. On the terms and subject to the conditions of this Agreement, at the Closing (as defined in Section 1.3(a)) or such other time contemplated below, subject to Section 1.5, Seller shall sell to Buyer indicated below, and such Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the following assets free and clear of all Liens (collectively, the “Acquired Assets”):
