Acquisition of the Assets. Subject to the terms and conditions set forth in this Agreement:
Acquisition of the Assets. 3 2.1 Delivery Of Assets.....................................3 2.2
Acquisition of the Assets. Upon the terms and subject to the conditions of this Agreement, Seller agrees to sell, convey, transfer, assign and deliver to Purchaser at the Closing, and Purchaser agrees to purchase from Seller, free and clear of all Encumbrances other than Permitted Encumbrances, all of the assets of Seller used or useful in the Business, which are not Excluded Assets (including all accounts and notes receivable, instruments and chattel paper, all inventory, software, all pre-paid expenses (to the extent assignable), equipment, real property and leasehold estates, all subsisting service contracts and contract rights and open orders (to the extent assignable), all intellectual property, permits, licenses and all general intangibles, including the Lorica Solutions trade name and related logos, and all other material assets which are necessary to successfully operate the Business), together with all documents, files and records containing financial, Tax, technical support and other information pertinent to the operation of the Business, and all associated goodwill (collectively, the “Assets”), specifically including but limited to:
Acquisition of the Assets. Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller agrees to sell, convey, transfer, assign and deliver to Purchaser, and Purchaser agrees to purchase from Seller, all of Seller’s assets, properties, businesses, franchises, goodwill and rights of every kind and character, tangible or intangible, real or personal, whether owned or leased, other than the Excluded Assets (collectively, the “Assets”), free and clear of all Encumbrances other than Permitted Encumbrances. Without limiting the generality of the foregoing, the Assets shall consist of:
Acquisition of the Assets. Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller agrees to sell, convey, transfer, assign and deliver to Purchaser, and Purchaser agrees to purchase from Seller, all of Seller's assets, properties, businesses, franchises, goodwill and rights of every kind and character, tangible or intangible, real or personal, whether owned or leased, other than the Excluded Assets (collectively, the
Acquisition of the Assets of Xxxx Xxxxx Group LLC. Concurrently with the execution of this Agreement, the Company shall have consummated the acquisition of all or substantially all of the assets of the Xxxx Xxxxx Group LLC and its affiliates.
Acquisition of the Assets. Upon the terms and subject to the conditions of this Agreement, at the Closing, the Company agrees to sell, convey, transfer, assign and deliver to Purchaser, and Purchaser agrees to purchase from the Company, all of the Company's assets,
Acquisition of the Assets. Subject to and upon the terms and conditions of this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Transferor shall sell, assign, convey and transfer to Transferee, Transferor’s entire right, title and interest in and to the assets as set forth Exhibit A (the “Purchased Assets”), together with all goodwill associated therewith, for use and registration by Transferor (collectively, the “Assets”), and the products held for sale by the Transferor which are used in the ordinary course of the Transferor’s business (the “Inventory”, and together with the Purchased Assets, the “Assets”).
Acquisition of the Assets. Upon the terms and subject to the conditions of this Agreement, at the Closing, each of the Sellers agree to sell, convey, transfer, assign and deliver to Buyer, and Buyer agrees to purchase from each of the Sellers, all of the right, title and interest of each of the Sellers in and to the following assets, properties, businesses, franchises, goodwill and rights of each of the Sellers (collectively, the “Assets”), free and clear of all Encumbrances:
Acquisition of the Assets. (a) Subject to the terms and conditions of this Agreement, Group 1 shall acquire at Closing (as defined below) and Trisense shall sell to Group 1, all of TriSense’s right, title and interest, and with respect to the items set forth in items (v), and (viii) and (xi) below, any interest of a third party, in and to all of the assets (collectively, except for the excluded assets set forth in Schedules 1.6.1 and 1.4.1 hereof, the “Assets”) of Trisense related to, or used in conjunction with, the business of Trisense of developing and distributing xxxx presentment and payment software, and related businesses, as conducted by Trisense on the date of this Agreement (the “Business”) including, but not limited to the following assets:
