Conveyance of Purchased Assets. On the date first set forth above (the "Closing Date"):
Conveyance of Purchased Assets. The Buyer and Seller shall enter into the Bill of Sale or other instruments of conveyance as shall be reasonably requested by Xxxxx for the transfer by Seller to Buyer of all of Seller’s right, title and interest in and to the Purchased Assets. The bill of sale to be signed by the Buyer and Seller shall be in the form as attached hereto as Exhibit “A” (the “Bill of Sale”).
Conveyance of Purchased Assets. The Depositor hereby sells, transfers, assigns and conveys to the Issuer, without recourse, all of the right, title and interest of the Depositor in and to the Loans listed on the Loan Schedule attached hereto and all Related Property and other related collateral constituting part of the Purchased Assets related to such Loan, including, without limitation, all Collections on or with respect to the Loans, in each case arising on or after the related Transfer Date.
Conveyance of Purchased Assets. (a) In consideration of the Issuer's sale and delivery to, or upon the order of, the Seller of all of the Notes and the Certificate on the Closing Date, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer without recourse (subject to the obligations herein) all right, title and interest of the Seller, whether now owned or hereafter acquired, in and to the Initial Transferred Assets, described in an Assignment in the form of Exhibit C delivered on the Closing Date. The transfer, assignment and conveyance made hereunder will not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or the Originator to the Obligors, the Dealers or any other Person in connection with the Receivables and the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.
Conveyance of Purchased Assets. The Originator hereby sells, transfers, assigns and conveys to the Borrower, without recourse, all of the right, title and interest of the Originator in and to the Loans listed on the Loan Schedule attached hereto and all Related Property and other related collateral constituting part of the Purchased Assets related to such Loan, including, without limitation, all Collections on or with respect to the Loans, in each case arising on or after the related Transfer Date.
Conveyance of Purchased Assets. At Closing, Seller shall convey to Buyer, good and marketable title to all the Purchased Assets, free and clear of all mortgages, deeds of trusts, liens, pledges, collateral assignments, security interests, leases, easements, covenants, restrictions and encumbrances or other defects of title except: (i) the lien of any personal property taxes that will not become due until after the closing date and that will not be prorated between Buyer and Seller pursuant to Section 6; (ii) in the case of Assumed Obligations, the benefits thereof may depend upon future performance as required by the Assumed Obligations' respective terms; (iii) security interest in favor of Seller securing payment of the Note in accordance with Section 4. Any debts or obligations of Seller which are or may give rise to liens against the Purchased Assets or which otherwise may give rise to claims against Buyer after Closing shall be discharged by Seller on or before the Closing.
Conveyance of Purchased Assets. Subject to and upon the terms and conditions contained herein, on the Closing Date, Seller shall sell, convey, transfer, deliver and assign to Purchaser all of Seller's right, title and interest in and to the assets of Seller's Business (personal, tangible and intangible)(except as otherwise provided herein) (the "Purchased Assets"). Without limiting the foregoing, the Purchased Assets specifically include:
Conveyance of Purchased Assets. In consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller has, effective from and after the date hereof, conveyed, granted, sold, transferred, set over, assigned, delivered and confirmed, and by this Xxxx of Sale and Assignment Agreement does, effective from and after the date hereof, convey, grant, sell, transfer, set over, assign, deliver and confirm unto Purchaser, its successors and assigns, the Purchased Assets as of the date hereof, together with all and singular the rights and appurtenances thereto in any way belonging, free and clear of all liens, claims and encumbrances except for Permitted Encumbrances.
Conveyance of Purchased Assets. 2 SECTION 2.2 Representations and Warranties of the Seller as to each Receivable................2
Conveyance of Purchased Assets. Subject to the terms of the Sale Order and the Asset Purchase Agreement, Seller hereby sells, transfers, conveys, assigns and delivers to Purchaser, its successors and assigns, to have and to hold forever, all right, title and interest in, to and under all of the Assets. Notwithstanding anything in this Xxxx of Sale or the Asset Purchase Agreement to the contrary, it is understood that none of the Excluded Assets are being transferred or assigned to Purchaser. Seller warrants that, upon delivery to Purchaser of the Assets sold, assigned, transferred, conveyed, granted, bargained, set over, released, delivered, vested and confirmed from Seller to Purchaser pursuant to this Xxxx of Sale, Purchaser will own, with good and marketable title and free and clear of all Encumbrances, the Assets.
