Common use of Passage of Title at Closing Clause in Contracts

Passage of Title at Closing. Upon delivery of the instruments of sale, conveyance, assignment, transfer and delivery, title to the Assets shall pass to Purchaser at the Closing. At the Closing, Seller will put Purchaser in full, complete and quiet possession and enjoyment of all of the Assets and from and after the Closing the ownership and operation of the Assets and the business of Seller to be sold to Purchaser pursuant to this Agreement shall be for the account and risk of Purchaser. Purchaser shall be under no liability for any debt, liability or obligation of Seller incurred after the Closing or arising out of any transaction by Seller or any event occurring with respect to Seller after the Closing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Gp Strategies Corp), Asset Purchase Agreement (American Drug Co)

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Passage of Title at Closing. Upon delivery of the instruments of sale, conveyance, assignment, transfer and delivery, title in and to the Assets shall pass to Purchaser Buyer at the Closing. At the Closing, Seller Sellers will put Purchaser Buyer in full, complete and quiet possession and enjoyment of all of the Assets and from and after the Closing the ownership and operation of the Assets and the business Business of Seller Sellers to be sold to Purchaser Buyer pursuant to this Agreement shall be for the account and risk of PurchaserBuyer. Purchaser Buyer shall be under no liability for any debt, liability or obligation of Seller Sellers incurred after the Closing or arising out of any transaction by Seller Sellers or any event occurring with respect to Seller Sellers after the Closing, other than liabilities arising under this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Key3media Group Inc)

Passage of Title at Closing. Upon delivery of the instruments of sale, conveyance, assignment, transfer and delivery, title in and to the Assets shall pass to Purchaser Buyer at the Closing. At the Closing, Seller subject to the provisions of Section 4.5 hereof, Sellers will put Purchaser Buyer in full, complete and quiet possession and enjoyment of all of the Assets and from and after the Closing the ownership and operation of the Assets and the business of Seller Sellers to be sold to Purchaser Buyer pursuant to this Agreement shall be for the account and risk of PurchaserBuyer. Purchaser Buyer shall be under no liability for any debt, liability or obligation of Seller Sellers incurred after the Closing or arising out of any transaction by Seller Sellers or any event occurring with respect to Seller Sellers after the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Key3media Group Inc)

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Passage of Title at Closing. Upon delivery of the instruments of sale, conveyance, assignment, transfer and delivery, title in and to the Assets shall pass to Purchaser Buyer at the Closing. At the Closing, Seller will put Purchaser Buyer in full, complete and quiet possession and enjoyment of all of the Assets and from and after the Closing the ownership and operation of the Assets and the business Business of Seller to be sold to Purchaser Buyer pursuant to this Agreement shall be for the account and risk of PurchaserBuyer. Purchaser Buyer shall be under no liability for any debt, liability or obligation of Seller incurred after the Closing or arising out of any transaction by Seller or any event occurring with respect to Seller after the Closing, other than liabilities arising under this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Key3media Group Inc)

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