Conveyance by Seller Sample Clauses

Conveyance by Seller. (a) In consideration of the Trustee's delivery of the Certificates to or upon the order of the Seller in an aggregate principal amount equal to the aggregate Principal Balance of the Initial Receivables, the Seller does hereby irrevocably sell, assign, and otherwise convey to the Trustee, in trust for the benefit of the Certificateholders, without recourse (subject to the obligations herein):
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Conveyance by Seller. The Seller reserves the right to convey Seller's interest in the Property. Such conveyance shall not be a cause for rescission of this Contract and shall be subject to the terms of this Contract.
Conveyance by Seller. Seller is not conveying all, or substantially all, of its assets pursuant to this Agreement.
Conveyance by Seller. Pursuant to the terms of this Agreement, at Closing, Seller shall sell, assign, transfer, and convey the Assets pursuant to the Conveyance, as such term is hereinafter defined, to Purchaser.
Conveyance by Seller. 1 Section 2.02. Nature of Conveyance... 2
Conveyance by Seller. 1.1 Subject to the terms and conditions of this Agreement, at the Closing (as defined in Section 3 of this Agreement), Seller shall sell, free and clear of all liens, claims and/or encumbrances (collectively, "Liens"), other than the Permitted Liens (as hereinafter defined), and Buyer shall purchase all of the Seller's right, title and interest in and to the Medical Assets including, but not limited to: (i) Seller's right to operate the Center at the Premises, including rights regarding certificates of authority and licenses owned or held by Seller, including, but not limited to, those set forth on Schedule 1.1(a) attached hereto and incorporated herein by this reference, which right shall not be granted by Seller to any other individual or entity pending approval by the PHC of Buyer's CON Application to become the operator thereof; (ii) Seller's rights under any and all provider contracts and related agreements in existence as of the Closing Date including, but not limited to, those which are set forth on Schedule 1.1(b) attached hereto and incorporated herein by this reference (provided the same are then in full force and effect), copies of which shall be provided by Seller to Buyer prior to, or simultaneously with, the Closing; (iii) the right to use the name "NASSAU CENTER FOR AMBULATORY SURGERY" and the Center's current telephone and facsimile numbers; (iv) all accounts receivable of the Seller relating to the operation of the Center from and after the Effective Date hereof through the Closing Date; and (v) all cash remaining in the Depository Account and Operating Account (as said terms are defined in the Interim Consulting Agreement) on the Closing Date.

Related to Conveyance by Seller

  • Conveyance by Lessor Lessor may assign this Lease to any purchaser of the Leased Property. If Lessor or any successor owner of the Leased Property conveys the Leased Property in accordance with the terms hereof other than as security for a debt, and the grantee or transferee of the Leased Property expressly assumes all obligations of Lessor hereunder arising or accruing from and after the date of such conveyance or transfer, Lessor or such successor owner, as the case may be, shall thereupon be released from all future liabilities and obligations of Lessor under this Lease arising or accruing from and after the date of such conveyance or other transfer as to the Leased Property and all such future liabilities and obligations shall thereupon be binding upon the new owner.

  • Conveyance by Landlord If Landlord or any successor owner of all or any portion of the Leased Property shall convey all or any portion of the Leased Property in accordance with the terms hereof other than as security for a debt, and the grantee or transferee of such of the Leased Property shall expressly assume all obligations of Landlord hereunder arising or accruing from and after the date of such conveyance or transfer, Landlord or such successor owner, as the case may be, shall thereupon be released from all future liabilities and obligations of Landlord under this Agreement with respect to such of the Leased Property arising or accruing from and after the date of such conveyance or other transfer and all such future liabilities and obligations shall thereupon be binding upon the new owner.

  • SALE OR CONVEYANCE BY LANDLORD In the event of a sale or conveyance of the Complex or any interest therein, by any owner of the reversion then constituting Landlord, the transferor shall thereby be released from any further liability upon any of the terms, covenants or conditions (express or implied) herein contained in favor of Tenant, and in such event, insofar as such transfer is concerned, Tenant agrees to look solely to the responsibility of the successor in interest of such transferor in and to the Complex and this Lease. This Lease shall not be affected by any such sale or conveyance, and Tenant agrees to attorn to the successor in interest of such transferor.

  • Conveyance of Subsequent Mortgage Loans (a) The Depositor does hereby sell, transfer, assign, set over and convey to the Trustee on behalf of the Trust Fund, without recourse, all of its right, title and interest in and to the Subsequent Mortgage Loans, and including all amounts due on the Subsequent Mortgage Loans after the related Subsequent Cut-off Date, and all items with respect to the Subsequent Mortgage Loans to be delivered pursuant to Section 2.01 of the Pooling and Servicing Agreement; provided, however that the Depositor reserves and retains all right, title and interest in and to amounts due on the Subsequent Mortgage Loans on or prior to the related Subsequent Cut-off Date. The Depositor, contemporaneously with the delivery of this Agreement, has delivered or caused to be delivered to the Trustee each item set forth in Section 2.01 of the Pooling and Servicing Agreement. The transfer to the Trustee by the Depositor of the Subsequent Mortgage Loans identified on the Mortgage Loan Schedule shall be absolute and is intended by the Depositor, the Master Servicer, the Trustee and the Certificateholders to constitute and to be treated as a sale by the Depositor to the Trust Fund.

  • CONVEYANCE OF MORTGAGE LOANS; REPRESENTATIONS AND WARRANTIES Section 2.01 Conveyance of Mortgage Loans................................. Section 2.02 Acceptance by the Trustee of the Mortgage Loans.............. Section 2.03

  • Conveyance of Subsequent Receivables In consideration of the Purchaser’s delivery to, or upon the order of, the Seller of $ , the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Purchaser, without recourse (except as expressly provided in the Purchase Agreement), all right, title and interest of the Seller in and to:

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