Common use of Purchased Assets Clause in Contracts

Purchased Assets. Subject to and upon the terms and conditions set forth in this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery from the Seller of all of the right, title and interest of the Seller in and to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Assets):

Purchased Assets. Subject to and upon On the terms and subject to the conditions set forth in of this Agreement, on the Closing Date, but effective as of the Effective TimePurchaser shall purchase from Seller, the and Seller shall sell, convey, assign, convey, transfer and deliver to the BuyerPurchaser those properties, assets, rights and interests of every kind and nature, whether real or personal, tangible or intangible, and wherever located and by whomever possessed, to the Buyer shall purchase, acquire and take assignment and delivery from the extent that they are owned by Seller of all as of the rightClosing Date, title and interest of the Seller in and to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Assets):which are specified below:

Purchased Assets. Subject to and upon the terms and conditions set forth in of this Agreement, on including the Closing Date, but effective as assumption by Buyer of the Effective TimeLiabilities, at the Closing, Seller shall grant, sell, convey, assign, convey, transfer and deliver to the Buyer, and the Buyer shall purchasebuy, acquire accept and take assignment and delivery receive from the Seller of Seller, all of the Seller’s right, title and interest interest, free and clear of all Liens (other than Permitted Liens), as of the Seller close of business on the Closing Date (the “Effective Time”), in and to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Assets)::

Purchased Assets. Subject to and upon On the terms and subject to the conditions set forth contained in this Agreement, on the Closing DateDate (as hereinafter defined), but effective as of the Effective TimePurchaser shall purchase from Seller, the and Seller shall sell, convey, assign, convey, transfer and deliver to the BuyerPurchaser, free and the Buyer shall purchase, acquire and take assignment and delivery from the Seller clear of all Liens, by appropriate warranty bills of the rightsale, title assignments and interest other instruments satisfactory to Purchaser and its counsel, substantially all of the Seller in Seller’s tangible and to intangible assets, including, without limitation, the following assets, properties and rights as (the same may exist at the Effective Time (excluding the Excluded “Purchased Assets”):

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in of this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, transfer, assign, convey, transfer convey and deliver to the BuyerPurchaser, and the Buyer Purchaser shall purchasepurchase from Seller, acquire on a going concern basis, free and take assignment and delivery from the Seller clear of all of the Encumbrances (except for Permitted Encumbrances), all right, title and interest of in, to and under the Seller in and to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Purchased Assets):.

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in of this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, transfer, assign, convey, transfer convey and deliver to the BuyerPurchaser, and the Buyer Purchaser shall purchasepurchase from Seller, acquire and take assignment and delivery from the Seller of all of the Seller's right, title and interest of the Seller in and to the following assetsassets and properties, properties to the extent owned by Seller, and rights as which are used, or held for use exclusively, in the same may exist at the Effective Time (excluding Business by Seller, but not including the Excluded Assets)::

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in of this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, transfer, assign, convey, transfer convey and deliver to the BuyerPurchaser, and the Buyer Purchaser shall purchasepurchase from Seller, acquire on a going concern basis, free and take assignment and delivery from the Seller clear of all of Liens, the assets listed below (herein collectively called the “Purchased Assets”), including, without limitation, all right, title and interest of Seller in, to and under the Seller in and to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Assets):following:

Purchased Assets. Subject to and upon On the terms and subject to the conditions set forth in this Agreement, on the at Closing Date, but and effective as of the Effective Time, the Seller shall Buyer will purchase from Sellers, and Sellers will sell, convey, assign, convey, transfer and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery from the Seller of all of the Sellers’ right, title and interest interest, as of the Seller Effective Time, in and to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Purchased Assets):.

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in of this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, transfer, assign, convey, transfer convey and deliver to the Buyer, and the Buyer shall purchasepurchase from Seller, acquire free and take assignment and delivery from the Seller clear of all of the Encumbrances (except Permitted Encumbrances), all right, title and interest of Seller in, to and under substantially all of the assets and properties of Seller (other than the Excluded Assets), used in and to the following assetsownership or operation of the Pharmacies, properties and rights as the same may shall exist at on the Effective Time Closing Date, including the following (excluding collectively, the Excluded “Purchased Assets”):

Purchased Assets. Subject to and upon the terms and conditions set forth in of this Agreement, effective on the Closing Date, but effective as of the Effective Time, the Seller shall sell, convey, assign, convey, transfer and deliver to the Buyer, free and the Buyer shall purchaseclear of all Encumbrances of any kind except for Permitted Encumbrances, acquire and take assignment and delivery from the Seller of all of the right, title and interest of the Seller in and to the following assets, properties properties, rights and rights as interests of Seller which comprise the same may exist at Business (collectively, the Effective Time (excluding "PURCHASED ASSETS"). The Purchased Assets include without limitation the Excluded Assets):following:

Purchased Assets. Subject to and upon the terms and conditions set forth in of this Agreement, the Seller sells, conveys, assigns and transfers to the Purchaser, and the Purchaser hereby acquires and accepts from the Seller on the Closing Date, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery from the Seller of all of the Seller’s right, title and interest of the Seller in and to the following assetsassets (collectively, properties and rights as the same may exist at the Effective Time (excluding the Excluded “Purchased Assets”):

Purchased Assets. Subject to and upon the terms and conditions set forth in of this Agreement, the Seller agrees to sell, assign and transfer to the Purchaser and the Purchaser agrees to purchase from the Seller on the Closing Date, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery from the Seller of all of the Seller’s right, title and interest of the Seller in and to the following assetsproperty and assets primarily used or held for use in connection with the Purchased Business, properties whether real or personal, tangible or intangible, of every kind and rights as the same may exist at the Effective Time (excluding description and wheresoever situate other than the Excluded Assets (collectively, the “Purchased Assets):”), including the following:

Purchased Assets. Subject to and upon the terms and conditions set forth in of this Agreement, on and as of the Closing Date, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer and deliver to the BuyerPurchaser, and the Buyer Purchaser shall purchase, acquire and take assignment and delivery from the Seller of, all of Seller's title, right and interest in and to all of the right, title and interest of the Seller in and to the following Seller's assets, properties and rights as including the same may exist at the Effective Time (excluding the Excluded Assets):following:

Purchased Assets. Subject to the other conditions and upon provisions of this Agreement and on the terms and conditions set forth in this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery from the Seller of all of the right, title and interest of the Seller in and to the following assets, properties and rights as the same may exist at the Effective Time described in Sections 2.1(a) through 2.1(m) below (but specifically excluding the Excluded Assets):

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in of this Agreement, on effective as of the Closing Date, but effective as of the Effective Time, the Seller Sellers shall sell, transfer, assign, convey, transfer convey and deliver to the Buyer, and the Buyer shall purchasepurchase from Sellers, acquire free and take assignment and delivery from the Seller clear of all of the Encumbrances, all right, title and interest of Sellers in, to and under the Seller assets described in and this Section 2.1 (herein referred to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded “Purchased Assets”):

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller Sellers shall sell, convey, assign, convey, transfer and deliver to the Buyer, and the Buyer shall purchasepurchase and acquire from Sellers, acquire free and take assignment and delivery from the Seller clear of any Adverse Claims, all of the rightSellers’ rights, title and interest of the Seller in and to all of the following assetsPurchased Assets without recourse, properties and rights except as the same may exist at the Effective Time (excluding the Excluded Assets):otherwise provided herein.

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in of this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller Sellers shall sell, transfer, assign, convey, transfer convey and deliver to the Buyer, and the Buyer shall purchasepurchase and assume from Sellers, acquire and take assignment and delivery from the Seller of all of the Sellers’ right, title and interest of in, to and under the Seller in and to the following assetsfollowing, properties and rights as the same may exist at the Effective Time (excluding the Excluded Assets):wherever located:

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller Company shall sell, assigntransfer, convey, transfer assign and deliver to the Buyer, and the Buyer shall purchase, purchase and acquire and take assignment and delivery from the Seller of Company all of the right, title and interest of the Seller in and to, all properties, assets and rights used or useful in connection with the Business other than the Excluded Assets described in Schedule 2.1 (collectively the “Purchased Assets”), including but not limited to the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Assets):following:

Purchased Assets. Subject to and upon the terms and conditions set forth in of this AgreementAgreement (including without limitation the allocation provisions of Section 2.08), on the Closing Date, but effective as of the Effective Time, the Date Seller shall sell, assign, conveytransfer, transfer convey and deliver to the BuyerPurchaser and Sub (or cause to be sold, assigned, transferred, conveyed and the Buyer delivered to Purchaser and Sub) and Purchaser and Sub shall purchasepurchase and acquire from Seller, acquire free and take assignment clear of any and delivery from the Seller of all of the Encumbrances whatsoever, all right, title and interest of the Seller in and to all of the following assets(collectively, properties and rights as the same may exist at the Effective Time (excluding the Excluded Assets"PURCHASED ASSETS"):

Purchased Assets. Subject On and subject to and upon the terms and conditions set forth in this Agreement, Buyer will purchase from Seller, and Seller will sell, transfer, assign, convey and deliver to Buyer, effective as of 12:01 a.m., central time, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer free and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery from the Seller clear of all liens, encumbrances, security interests, purchase rights, pledges, charges, mortgages, claims or any other limitations or restrictions whatsoever, all of the Seller's right, title and interest of the Seller in and to the following assets, properties and rights as (collectively. the same may exist at the Effective Time (excluding the Excluded "Purchased Assets"):

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth of this Agreement and in this Agreementreliance on the representations and warranties contained herein, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, transfer, assign, convey, transfer convey and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery accept from the Seller of Seller, all of the right, title and interest of in, to and under the Purchased Assets that Seller in possesses and has the right to the following assets, properties and rights transfer as the same may shall exist at on the Effective Time (excluding the Excluded Assets):Closing Date. For purposes of this Agreement, "

Purchased Assets. Subject to and upon the terms and conditions set forth in of this Agreement, on the Closing DateDate and at the Closing, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer and deliver convey to the BuyerPurchaser, and the Buyer Purchaser shall purchase, acquire and take assignment and delivery accept from the Seller of Seller, all of the Seller’s right, title and interest of the Seller in and to the following assets, properties and rights as assets (the same may exist at the Effective Time (excluding the Excluded “Purchased Assets”):

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in this Agreement, on at the Closing DateClosing, but effective as of the Effective Time, the Seller shall sell, convey, assign, convey, transfer and deliver to the Buyer, free and the clear of any Encumbrances, other than Permitted Encumbrances, and Buyer shall purchasepurchase and acquire from Seller, acquire and take assignment and delivery from the Seller of all of the Seller’s right, title and interest of the Seller in and to all of the following assets, properties and rights as the same may exist at the Effective Time (excluding the Excluded Purchased Assets):.

Purchased Assets. Subject to and upon the terms and conditions set forth in provisions of this Agreement, on the Closing DateSeller agrees to sell, assign and transfer to the Buyer and the Buyer agrees to purchase from the Seller, free and clear of all liens, claims or encumbrances, at the Time of Closing, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer property and deliver to the Buyer, and the Buyer shall purchase, acquire and take assignment and delivery from the Seller of all of the right, title and interest of the Seller in and to the following assets, properties and rights as the same may exist at the Effective Time assets (excluding other than the Excluded Assets) listed below (collectively, the “Purchased Assets”):

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, assign, convey, transfer transfer, assign and deliver to the BuyerPurchaser, and the Buyer Purchaser shall purchase, acquire accept, assume and take assignment and delivery from the Seller of Seller, all of the right, title title, and interest of the Seller in and to each of the following tangible and intangible assets, properties and rights as all Intellectual Property Rights related thereto that Seller has acquired and continues to hold on the same may exist at date hereof (collectively, the Effective Time (excluding the Excluded “Purchased Assets”):

Purchased Assets. Subject to and upon Upon the terms and subject to the conditions set forth in of this Agreement, on the Closing Date, but effective as of the Effective Time, the Seller shall sell, transfer, assign, convey, transfer convey and deliver to the Buyer, and the Buyer shall purchasepurchase from Seller, acquire free and take assignment and delivery from the Seller clear of all of the Encumbrances (except for Permitted Encumbrances), all right, title and interest of the Seller in in, to and to under the following assets(collectively, properties and rights as the same may exist at the Effective Time (but excluding the Excluded Assets, the “Purchased Assets”):