Common use of Purchase of Assets Clause in Contracts

Purchase of Assets. Upon the terms and subject to the conditions contained in this Agreement, at the Closing (as defined in Section 1.9 below), the Company shall sell, assign, transfer and convey to Buyer, and Buyer shall purchase, acquire and accept from the Company all of the Company’s assets of every kind and description that are used or useful in the Company’s Business (as defined in this Section 1.1), free and clear of any liens whatsoever (the “Purchased Assets”) (other than those assets included in the Retained Assets as defined in Section 1.2 below) and subject only to the liabilities and obligations of the Company which are defined in Section 1.3 (the “Assumed Liabilities”). The Purchased Assets include without limitation:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc)

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Purchase of Assets. Upon the terms and subject to the conditions contained in this Agreement, at the Closing (as defined in Section 1.9 below), the Company shall sell, assign, transfer and convey to Buyer, and Buyer shall purchase, acquire and accept from the Company all of the Company’s assets of every kind and description that are used or useful in the Company’s Business (as defined in this Section 1.1)business, free and clear of any liens whatsoever (the “Purchased Assets”) (other than those assets included in the Retained Assets as defined in Section 1.2 below) and subject only to the liabilities and obligations of the Company which are defined in Section 1.3 (the “Assumed Liabilities”). The Purchased Assets include without limitation:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc)

Purchase of Assets. Upon the terms and subject to the conditions contained in this Agreement, at the Closing (as defined in Section 1.9 2.7 below), the Company shall sell, assign, transfer and convey to Buyer, and Buyer shall purchase, acquire and accept from the Company, the assets comprising the Healthcare Internet/Intranet business of the Company (the "Business"), including all of the Company’s 's assets of every kind and description that are used or useful in relating to the Company’s Business (as defined in this Section 1.1), free and clear of any liens whatsoever (the “Purchased Assets”) (other than those assets included in the Retained Assets as defined in Section 1.2 2.2 below) (the "Purchased Assets"), and subject only to the liabilities and obligations of the Company which are defined in Section 1.3 2.3 (the "Assumed Liabilities"). The Purchased Assets include include, without limitation:, the following assets and properties (other than those assets included in the Retained Assets as defined in Section 2.2):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Healtheon Corp), Asset Purchase Agreement (Healtheon Corp)

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Purchase of Assets. Upon the terms and subject to the conditions contained in this Agreement, at the Closing (as defined in Section 1.9 2.7 below), the Company shall sell, assign, transfer and convey to Buyer, and Buyer shall purchase, acquire and accept from the Company, the modem development, manufacturing, distribution and sales business of the Company as a going concern (the "Business"), including all of the Company’s 's assets of every kind and description that are used or useful in relating to the Company’s Business (as defined in this Section 1.1), free and clear of any liens whatsoever (the “Purchased Assets”) (other than those assets included in the Retained Assets as defined in Section 1.2 2.2 below) (the "Transferred Assets"), and subject only to the liabilities and obligations of the Company which are defined in Section 1.3 2.3 (the "Assumed Liabilities"). The Purchased Transferred Assets include include, without limitation:, the following assets and properties (other than those assets included in the Retained Assets as defined in Section 2.2):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Boca Research Inc), Asset Purchase Agreement (Oneworld Systems Inc)

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