Common use of Purchase and Sale of Acquired Assets Clause in Contracts

Purchase and Sale of Acquired Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign and deliver to Buyer, and the Buyer shall purchase and accept from the Seller, all right, title and interest in and to all of the Acquired Assets, free and clear of all Liens except for Permitted Liens.

Appears in 2 contracts

Samples: Asset Purchase Agreement (SuperCom LTD), Asset Purchase Agreement (On Track Innovations LTD)

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Purchase and Sale of Acquired Assets. Upon Subject to the terms and subject to the conditions set forth in this Agreement, at in exchange for payment of the Closingrelated Purchase Price on the related Closing Date, from time to time, Seller shall agrees to sell, transferconvey, assign assign, transfer and deliver to BuyerPurchaser, and the Buyer shall Purchaser, from time to time, agrees to purchase and accept from the Selleraccept, all of Seller’s right, title and interest in and to all of the Acquired Assets. As used in this Agreement, free and clear of all Liens except for Permitted Liens.“Acquired Assets” shall mean:

Appears in 2 contracts

Samples: Heloc Flow Purchase and Servicing Agreement (PennyMac Mortgage Investment Trust), Heloc Flow Purchase and Servicing Agreement (PennyMac Financial Services, Inc.)

Purchase and Sale of Acquired Assets. Upon Subject to the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transferconvey, assign assign, transfer and deliver to BuyerPurchaser, and the Buyer Purchaser shall purchase and accept from the Selleraccept, all right, of Seller’s title and interest in and to all of the Acquired Assets. As used in this Agreement, free and clear of all Liens except for Permitted Liens.“Acquired Assets” shall mean:

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (BofI Holding, Inc.), Purchase and Assumption Agreement

Purchase and Sale of Acquired Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, convey, transfer, assign and deliver to Buyer, and the Buyer shall purchase and accept acquire from the Seller, all right, title and interest in and to all of the Acquired Assets, free and clear of all Liens except for Permitted LiensEncumbrances.

Appears in 1 contract

Samples: Asset Purchase Agreement (Accelerize New Media Inc)

Purchase and Sale of Acquired Assets. Upon Subject to the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller Sellers shall, and shall cause their respective Affiliates to, sell, transferconvey, assign assign, transfer and deliver to BuyerPurchasers, and the Buyer Purchasers shall purchase and accept from the Selleraccept, all rightof Sellers’ or their respective Affiliates’ rights, title and interest in and to all of assets exclusively related to the Business, including the Acquired Assets, free and clear of all Liens except for Permitted Liens.Encumbrances. As used in this Agreement, “Acquired Assets” shall mean:

Appears in 1 contract

Samples: Asset Purchase Agreement (Pharming Group N.V.)

Purchase and Sale of Acquired Assets. Upon the terms and subject to the terms and conditions set forth in of this Agreement, the Sellers jointly and severally agree to sell, assign, transfer, convey and deliver to the Purchasers, at the Closing, Seller shall sell, transfer, assign and deliver to Buyer, and the Buyer shall Purchasers agree to purchase and accept from the Selleraccept, all right, title and interest in and to all of the Acquired Assets, free and clear of all Liens except for Permitted Liens.

Appears in 1 contract

Samples: Asset Purchase Agreement (Standard Automotive Corp)

Purchase and Sale of Acquired Assets. Upon On the terms and subject to the conditions set forth in of this Agreement, at the Closing, Seller shall sell, transferconvey, assign assign, transfer and deliver to Buyer, and the Buyer shall purchase and accept acquire from the Seller, all of Seller’s right, title and interest in and to all assets of Seller exclusively related to the Business, including the following specifically identified assets, in each case as in existence as of the Closing (collectively, the “Acquired Assets, free and clear of all Liens except for Permitted Liens.”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Brooks Automation Inc)

Purchase and Sale of Acquired Assets. Upon On the terms and subject to the conditions set forth in of this Agreement, at the Closing, Seller shall sell, transfer, assign and deliver sell to Buyer, and the Buyer shall purchase and accept from the Seller, ‎free and clear of any Security Interest‎, all of Seller’s right, title and interest in in, to, and to all of under the following assets (collectively, the “Acquired Assets, free and clear of all Liens except for Permitted Liens.”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Precision Biosciences Inc)

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Purchase and Sale of Acquired Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller the Company shall sell, transfer, convey, assign and deliver to BuyerPurchaser, free and the Buyer shall purchase and accept from the Sellerclear of all Liens, all right, title and interest in and to all of the Acquired Assets, free and clear of all Liens except for Permitted Liens.

Appears in 1 contract

Samples: Adjustment Escrow Agreement (Partner Communications Co LTD)

Purchase and Sale of Acquired Assets. Upon the terms On and subject to the terms and conditions set forth in of this Agreement, at the ClosingBuyer agrees to purchase from the Acquired Asset Entities, Seller shall and the Acquired Asset Entities agree to sell, transfer, assign convey, and deliver to the Buyer, and the Buyer shall purchase and accept from the Seller, all right, title and interest in and to all of the Acquired Assets, free and clear of all Liens except Assets at the Closing for Permitted Liensthe consideration specified below in this §2.

Appears in 1 contract

Samples: Asset Purchase Agreement (Talecris Biotherapeutics Holdings Corp.)

Purchase and Sale of Acquired Assets. Upon On the terms and subject to the conditions set forth in of this Agreement, at the Closing, each Seller shall sell, transferconvey, assign assign, transfer and deliver to Buyer, and the Buyer shall purchase and accept acquire from the each Seller, all of such Seller’s right, title and interest in and to all of the following specifically identified assets (the “Acquired Assets, free and clear of all Liens except for Permitted Liens.”):

Appears in 1 contract

Samples: Master Asset Purchase and Sale Agreement (InvenSense Inc)

Purchase and Sale of Acquired Assets. Upon At the Closing, Seller shall sell, transfer, assign, convey and deliver to Buyer, and Buyer shall acquire, accept and purchase from Seller, the Acquired Assets, free and clear of all Liens and Encumbrances other than Permitted Exceptions, all upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign and deliver to Buyer, and the Buyer shall purchase and accept from the Seller, all right, title and interest in and to all of the Acquired Assets, free and clear of all Liens except for Permitted Liens.

Appears in 1 contract

Samples: Asset Purchase Agreement (Res Care Inc /Ky/)

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