Common use of Acquired Assets Clause in Contracts

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in this Agree- ment, at the Closing Seller shall sell, assign, transfer, convey and deliver to Buyer free and clear of all Liens, and Buyer shall purchase, acquire and take assignment and delivery of, all right, title and interest of Seller in and to the Acquired Assets, including the following:

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Closing, Seller shall sell, assign, transfer, convey convey, assign and deliver to Buyer free and clear of all LiensBuyer, and Buyer shall purchase, acquire and take assignment and delivery ofassume from Seller, all right, title and interest of Seller Seller’s Interest in and to the following assets, properties, rights and interests, free and clear of all Encumbrances (other than Permitted Encumbrances), (the “Acquired Assets, including the following:”):

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Seller shall sell, assign, transfer, convey transfer and deliver to Buyer free and clear of all LiensPurchaser, and Buyer Purchaser shall purchase, acquire all properties, assets, rights and take assignment interests of every kind and delivery ofnature, all rightwhether tangible or intangible, title and interest wherever located and by whomever possessed, owned by Seller as of Seller the Closing Date, except as set forth in and to Section 2.1(b) below (collectively, the "Acquired Assets"), including the followingincluding, without limitation:

Acquired Assets. 11 Upon Subject to the terms and subject to the conditions set forth in of this Agree- mentAgreement, at and as of the Closing Closing, Seller shall sell, assign, transferconvey, convey transfer and deliver to Buyer free and clear of all LiensPurchaser, and Buyer Purchaser shall purchase, acquire and take assignment and delivery of, all of the assets (wherever located) (other than the Excluded Assets) that are owned by Seller or that are used by Seller in the Business, in each case free and clear of all Liens, including all of Seller’s right, title and interest of Seller in and to the Acquired Assets, including the following:

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Seller shall sell, assign, transfer, convey and deliver to Buyer free and clear of all Liens, and Buyer shall purchase, acquire and take assignment and delivery of, all right, title and interest of Seller in and to the Acquired Assets, including the following:

Acquired Assets. 11 Upon On the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Closing, Seller shall sell, assign, transfer, convey and deliver to Buyer Purchaser, and Purchaser shall purchase and accept from Seller, free and clear of all Liens, and Buyer shall purchase, acquire and take assignment and delivery of, all of Seller’s right, title and interest of Seller in and to all of the assets of Seller (other than the Excluded Assets), including without limitation the following (the “Acquired Assets, including the following:”):

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing and effective as of the Closing Date, Seller shall sell, assign, transfer, convey and deliver to Buyer deliver, free and clear of all any Liens other than Permitted Liens, to Purchaser, and Buyer Purchaser shall purchase, purchase and acquire and take assignment and delivery of, from Seller all of Seller's right, title and interest of in the following assets, properties and rights owned or held by Seller in and to on the Acquired Assets, including the following:Closing Date.

Acquired Assets. 11 Upon Subject to the terms and subject to the conditions set forth in of this Agree- mentAgreement, at the Closing Seller shall sellClosing, assign, transfer, convey and deliver to Buyer free and clear of all Liens, and Buyer shall purchase, acquire assume and take assignment accept from Seller and delivery ofSeller shall convey, sell, transfer, assign and deliver to Buyer, all right, of its right title and interest of Seller in and to the Acquired Assets, including the following:.

Acquired Assets. 11 Upon the terms and subject to the satisfaction or waiver of the conditions set forth in this Agree- mentAgreement, at the Closing and effective as of the Closing, Seller shall sell, assign, transfer, convey and deliver to Buyer free and clear of all LiensBuyer, and Buyer shall purchase, purchase and acquire and take assignment and delivery offrom Seller, all of Seller’s right, title and interest of Seller in and to all of the Acquired following assets of Seller (collectively, the “Assets, including the following:”):

Acquired Assets. 11 Upon On the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing (except as otherwise provided below), the Seller Companies shall sell, convey, assign, transfer, convey transfer and deliver to Buyer free Purchaser and clear of all Liens, and Buyer Purchaser shall purchase, acquire and take assignment accept from the Seller Companies, free and delivery ofclear of any and all Liens, other than Permitted Liens, all of the Seller Companies’ right, title and interest of Seller in and to the following assets (collectively, the “Acquired Assets, including the following:”):

Acquired Assets. 11 Upon the terms and subject to the satisfaction of the conditions set forth contained in this Agree- mentAgreement, at the Closing Closing, Seller shall sell, assign, transfer, convey and deliver to Buyer, and Buyer shall purchase and acquire from Seller, free and clear of all Liens, and Buyer shall purchase, acquire and take assignment and delivery ofEncumbrances (other than Permitted Encumbrances), all of Seller's right, title and interest of Seller in in, to and to under the following assets and rights other than the Excluded Assets (collectively, the "Acquired Assets, including the following:"):

Acquired Assets. 11 Upon Subject to the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Closing, each Seller and Seller Owner shall sell, convey, assign, transfer, convey transfer and deliver to Buyer free Purchaser and clear of all Liens, and Buyer Purchaser shall purchase, accept, acquire and take assignment and delivery of, all right, title and interest in, to and under the assets of such Seller used or held for use in the Business (wherever located and to whether tangible or intangible), except for the Excluded Assets (collectively, the “Acquired Assets”) free and clear of all Liens, including the following:

Acquired Assets. 11 Upon At the Closing, and upon the terms and subject to the conditions set forth in this Agree- mentherein, at the Closing each Seller shall sell, assign, transfer, convey transfer and deliver to Buyer, and Buyer shall purchase from each Seller, all of such Seller's right, title and interest in, to and under the following properties, assets and rights owned by such Seller, in each case, free and clear of all Liens, liabilities, claims, interests and Buyer shall purchaseencumbrances, acquire and take assignment and delivery of, all right, title and interest of Seller in and to other than Permitted Encumbrances (collectively the "Acquired Assets, including the following:"):

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in of this Agree- mentAgreement, at the Closing Buyer shall purchase from Seller, and Seller shall sell, assign, transfertransfer and convey to Buyer, convey and deliver to Buyer free and clear of all Liens, and Buyer shall purchase, acquire and take assignment and delivery ofwithout recourse, all right, title and interest of Seller in and to all of the following assets, properties, rights, contracts and claims as the same shall exist on the Closing Date (collectively, the "Acquired Assets, including the following:"):

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Closing, the Seller shall sell, convey, assign, transfer, convey transfer and deliver (or cause to Buyer free be sold, conveyed, assigned, transferred and clear of all Liensdelivered) to the Buyer, and the Buyer shall purchase, purchase and acquire and take assignment and delivery offrom the Seller, all of the Seller's right, title and interest of Seller in and to the Acquired Assets, including the following:free and clear of any Liens (other than any Permitted Liens).

Acquired Assets. 11 Upon Subject to the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Closing, Seller shall sell, assign, transfer, convey transfer and deliver to Buyer free and clear of all LiensPurchaser, and Buyer Purchaser shall purchase, acquire and take assignment and delivery of, all right, title of the following assets owned by Seller and interest of Seller in and related to the Business, except for those assets specifically excluded in Section 1.2 (all of the assets sold, assigned, transferred and delivered to Purchaser hereunder are referred to collectively as the "Acquired Assets, including the following:"):

Acquired Assets. 11 Upon Subject to the terms and subject to the conditions set forth in of this Agree- mentAgreement, at the Closing (defined below), Seller shall sell, assign, transfer, convey and deliver to Buyer free and clear of all LiensBuyer, and Buyer shall purchase, acquire and take assignment and delivery ofof all of the assets, all rightproperties, title contractual rights, goodwill, going concern value, rights and interest of claims owned, leased or licensed by or to Seller in and to (wherever located) that are primarily used in, primarily held for use in, or primarily related to, the Business (except for the Excluded Assets) (collectively, the “Acquired Assets”), including the followingfree and clear of all Liens, including:

Acquired Assets. 11 Upon Subject to the terms and subject to the conditions set forth in of this Agree- mentAgreement, at the Closing Seller Closing, Sellers shall sell, assignconvey, transfer, convey assign and deliver to Buyer Purchaser, and Purchaser shall purchase and acquire from Sellers, free and clear of all Liens, and Buyer shall purchase, acquire and take assignment and delivery ofEncumbrances other than the Assumed Liabilities, all of each Seller’s and its Affiliates’ right, title and interest of Seller in and to all of the following (collectively, the “Acquired Assets, including the following:”):

Acquired Assets. 11 Upon On the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Buyer shall purchase from Seller, and Seller shall sell, assignconvey, transfer, convey assign and deliver to Buyer free and clear Buyer, as of all Liens, and Buyer shall purchase, acquire and take assignment and delivery ofthe Closing Date, all right, title and interest interest, free and clear of Seller any and all Liens, in and to the Acquired Assets, including each of the following:

Acquired Assets. 11 Upon Subject to the terms and subject to conditions of this Agreement, the conditions set forth in this Agree- mentPurchaser shall purchase from the Seller, at and the Closing Seller shall sell, assign, transfer, convey convey, assign and deliver to Buyer free and clear of all Liensthe Purchaser, and Buyer shall purchaseat the Closing, acquire and take assignment and delivery offor the consideration set forth herein, all right, title and interest of Seller in and to all of the following assets, properties and rights which are exclusively used in the conduct of the Business (collectively, the “Acquired Assets, including the following:”):

Acquired Assets. 11 Upon Subject to and upon the terms and subject to the conditions set forth in this Agree- mentAgreement and in the Operative Agreements, at the Closing Seller shall Closing, the Sellers will sell, assign, transfer, convey convey, assign and deliver to Buyer free and clear of all Liensthe Purchaser, and Buyer shall the Purchaser will purchase, acquire and take assignment and delivery ofassume from the Sellers, on an “as-is, where-is, with all faults” basis, all right, title and interest of Seller in the Sellers in, to and to under the following assets of the Sellers, as the same shall exist on the Closing Date (collectively, the “Acquired Assets”), including the followingand no others:

Acquired Assets. 11 Upon At the Closing, and upon the terms and subject to fulfillment of the conditions herein set forth in this Agree- mentforth, at the Closing Seller Sellers shall sell, assign, transfer, convey and deliver to the Buyer, and the Buyer shall purchase and acquire from Sellers, with full title and guarantee and free and clear of all LiensEncumbrances, and Buyer shall purchase, acquire and take assignment and delivery ofexcept the Assumed Liabilities, all of Sellers’ right, title and interest of Seller in and to the following (the “Acquired Assets”); provided, including however, that the followingAcquired Assets do not include the Excluded Assets:

Acquired Assets. 11 Upon the terms and subject to the conditions set forth contained in this Agree- mentAgreement, at the Closing Seller Sellers shall sell, assign, transfer, convey and deliver assign to Buyer free and clear of all LiensBuyer, and Buyer shall purchasepurchase and acquire from Sellers, acquire and take assignment and delivery ofat the Closing, all right, title and interest of Seller in and to the Acquired Assets, including the following:Shares.

Acquired Assets. 11 Upon the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Closing, Seller shall sell, assign, transfer, convey convey, assign and deliver to Buyer free and clear of all LiensBuyer, and Buyer shall purchase, acquire and take assignment and delivery ofassume from Seller, all of Seller’s right, title and interest of Seller in and to the following assets, properties, rights and interests, free and clear of all Encumbrances (other than Permitted Encumbrances) (the “Acquired Assets, including the following:”):

Acquired Assets. 11 Upon the terms and subject to the satisfaction or waiver of the conditions set forth in this Agree- mentAgreement, at the Closing and effective as of the Closing, Seller shall sell, assign, transfer, convey and deliver to Buyer free and clear of all LiensBuyer, and Buyer shall purchase, purchase and acquire and take assignment and delivery offrom Seller, all right, title and interest of the following assets of Seller in and to (collectively, the Acquired “Assets, including the following:”):

Acquired Assets. 11 Upon Subject to the terms and subject to the conditions set forth in this Agree- mentAgreement, at the Closing Closing, Seller shall sell, assign, transfer, convey transfer and deliver to Buyer free and clear of all LiensBuyer, and Buyer shall purchase, acquire and take assignment and delivery of, all rightof the assets (other than the Excluded Assets) of the Business (all of which assets are hereinafter referred to collectively as the "Acquired Assets"), title and interest of Seller in and including but not limited to the Acquired Assets, including the followingfollowing assets of Seller: