Common use of Sale and Transfer of Assets Clause in Contracts

Sale and Transfer of Assets. Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, convey, transfer, assign, and deliver to Buyer, and Buyer agrees to purchase from Seller, all of Seller’s rights, title and interests in and to the Assets.

Appears in 2 contracts

Samples: Agreement for Purchase and Sale of Assets (Modern Medical Modalities Corp), Agreement for Purchase and Sale of Assets (Modern Medical Modalities Corp)

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Sale and Transfer of Assets. Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, convey, transfer, assign, assign and deliver to Buyer (or a wholly-owned subsidiary of Buyer), and Buyer agrees to purchase from Seller, all the assets, properties, and business of Seller’s rightsSeller used in the Business of every kind, title character, and interests in description, whether tangible, intangible, real, personal, or mixed, and wherever located, all of which are collectively referred to herein as the “Purchased Assets.", including but not limited to, the following:

Appears in 2 contracts

Samples: Agreement (Health Sciences Group Inc), Agreement (Health Sciences Group Inc)

Sale and Transfer of Assets. Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, conveyassign, transfer, assignconvey, and deliver to Buyer, and Buyer agrees to purchase from Seller, all of Seller’s rights's right, title and interests interest in and to the following assets (herein collectively the "Assets.") free and clear of all liens, claims, mortgages, pledges, charges, security interests and other restrictions or encumbrances (collectively "Encumbrances") of any kind except as may be specifically provided herein:

Appears in 1 contract

Samples: Asset Purchase Agreement (Advanced Financial Inc)

Sale and Transfer of Assets. Subject to the terms and conditions set forth in this Agreement, Seller the Company agrees to sell, convey, transfer, assign, and deliver to BuyerPurchaser, and Buyer Purchaser agrees to purchase from Sellerthe Company, all the assets, properties, business, and rights of Seller’s rightsthe Company of every kind, title character, and interests in description, whether tangible, intangible, real, personal, or mixed, and wherever located, including the cash and accounts receivable (all of which are sometimes collectively referred to herein as the "Acquired Assets"). The Acquired Assets include but are not limited to the Assets.following:

Appears in 1 contract

Samples: Agreement for Purchase and Sale (Aremissoft Corp /De/)

Sale and Transfer of Assets. Subject On and subject to the terms and conditions set forth in this Agreement, and except as otherwise excluded as provided in Section 1.2, Seller agrees to sell, convey, transfer, assign, and deliver to Buyer, Buyer and Buyer agrees to purchase purchase, accept and acquire from Seller, good and marketable title, free and clear of all of Seller’s rightsliens other than the Assumed Liabilities, title and interests in and to the assets which comprise Seller’s Business, other than the Retained Assets as provided in Section 1.2, used in connection with and/or produced by Seller’s Business, and described as follows (collectively referred to as the “Assets.”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Neonode, Inc)

Sale and Transfer of Assets. Subject to the terms and conditions set forth contained in this Agreement, Seller agrees hereby sells, assigns, transfers, conveys and delivers to sell, convey, transfer, assignPurchaser, and deliver to Buyer, and Buyer agrees to purchase Purchaser acquires from Seller, Seller all of Seller’s rightsright, title and interests interest in and to all of the following (collectively, the “Purchased Assets.”), free and clear of any mortgage, pledge, lien, charge, security interest, claim or other encumbrance (“Encumbrance”):

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Franklin Financial Network Inc.)

Sale and Transfer of Assets. Subject to the terms and conditions set forth in of this AgreementAgreement and based upon the representations, warranties and covenants of the parties, Seller agrees to sellsells, conveytransfers, transfer, assign, assigns and deliver delivers to Buyer, free and clear of all liens or encumbrances of any kind, and Buyer agrees to purchase purchases and accepts from Seller, all of Seller’s rights, title and interests in and to the following assets (“Assets.”):

Appears in 1 contract

Samples: Agreement of Purchase and Sale of Assets (National Technical Systems Inc /Ca/)

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Sale and Transfer of Assets. Subject to the terms and conditions set forth in of this Agreement, and in reliance on the representations, warranties and covenants of the parties contained herein, Seller agrees hereby sells, transfers, assigns and delivers to sell, convey, transfer, assignPurchaser, and deliver to BuyerPurchaser hereby purchases from Seller as of the Effective Time (as defined below), the following assets of Seller (tangible and Buyer agrees to purchase from Seller, all of Seller’s rights, title and interests in and intangible) to the extent the same relate to the Products (collectively, the “Purchased Assets.”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Alliance Laundry Corp)

Sale and Transfer of Assets. 1.1 Assets to be Sold ----------------- Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, convey, transfer, assign, assign and deliver to BuyerPurchaser, and Buyer Purchaser agrees to purchase from Seller, all of Seller’s rights's right, title and interests interest in and to the following assets of Seller (the "Assets.") excluding accounts receivable, unbilled call records, cash, bank accounts, marketable securities, corporate records, tax refunds and claims of Seller against others for damages:

Appears in 1 contract

Samples: Asset Purchase Agreement (Pacific Gateway Exchange Inc)

Sale and Transfer of Assets. Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, convey, transfer, assign, and deliver to Buyer, and Buyer agrees to purchase from Seller, all the assets (“Assets”) of Seller’s rights, title and interests in and to the AssetsSeller as described on Exhibit “A” hereto.

Appears in 1 contract

Samples: Agreement for Purchase and Sale of Assets (Modern Medical Modalities Corp)

Sale and Transfer of Assets. Subject to the terms and conditions set forth in --------------------------- of this Agreement, Seller agrees to sellat the Closing (as hereinafter defined), convey, transfer, assign, and deliver to Buyer, and Buyer agrees to purchase from Seller, and Seller agrees to sell to Buyer, to the extent legally transferable, all of Seller’s rights's right, title and interests interest in and to the following assets (the "Assets."):

Appears in 1 contract

Samples: Asset Purchase Agreement (Ramsay Health Care Inc)

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