Common use of Sale and Transfer of Assets Clause in Contracts

Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign, convey, and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, all of Seller’s right, title, and interest in and to the properties, rights, and assets related to the Business (excluding the Excluded Assets), as and to the extent existing on the Closing Date (such properties, rights and assets are hereinafter collectively referred to as the “Acquired Assets”), free and clear of all Liens other than Permitted Liens:

Appears in 2 contracts

Samples: Asset Purchase Agreement (General Cannabis Corp), Asset Purchase Agreement (Advanced Cannabis Solutions, Inc.)

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Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign, convey, convey and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, all of Seller’s 's right, title, title and interest in and to the following properties, rights, rights and assets related to the Business (but in all cases excluding the Excluded Assets)) of Seller, as and to the extent existing on the Closing Date (such propertiesbusiness, assets, properties and rights and assets are hereinafter collectively referred to as the “Acquired "Assets"), free and clear of all Liens other than the Permitted Liens:

Appears in 1 contract

Samples: Asset Purchase Agreement (Esterline Technologies Corp)

Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign, convey, convey and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, all of Seller’s 's right, title, title and interest in and to the following properties, rights, rights and assets related to the Business (but in all cases excluding the Excluded Assets)) of Seller, as and to the extent existing on the Closing Date (such properties, rights and assets are hereinafter collectively referred to as the “Acquired "Assets"), free and clear of all Liens other than the Permitted Liens:

Appears in 1 contract

Samples: Asset Purchase Agreement (Integrated Defense Technologies Inc)

Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign, convey, convey and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, all of Seller’s right, title, title and interest in and to all of the propertiesassets, rights, rights and assets related to the Business (excluding properties of Seller other than the Excluded Assets), as and to including all of the extent existing on the Closing Date (such propertiesassets, rights and assets are hereinafter collectively referred to as properties of Seller required for, used in, held for use in or otherwise constituting the “Acquired Assets”)Business and all embodiments thereof, free and clear of any and all Liens other than except Permitted LiensLiens (collectively, the “Purchased Assets”), including, but not limited to, the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Scientific Learning Corp)

Sale and Transfer of Assets. Upon On the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transferconvey, assign, convey, transfer and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, free and clear of any Liens, except for Liens set forth in the Disclosure Schedule as continuing beyond the Closing, all of Seller’s right, title, title and interest in and to the propertiesall assets, rights, properties and assets related to the Business (excluding the Excluded Assets)rights owned by Seller, as all such assets, properties and to rights exist on Closing, other than the extent existing on the Closing Date Retained Assets, as that term is defined in Section 2(b) (such propertiescollectively, rights and assets are hereinafter collectively referred to as the “Acquired Assets”), free and clear of all Liens other than Permitted Liensincluding, without limitation, the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Merit Medical Systems Inc)

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Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign, convey, convey and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, all of Seller’s right, title, and interest in and to the properties, rights, and assets related to the Business (excluding the Excluded Assets), as and to the extent existing on the Closing Date (such properties, rights and assets are hereinafter collectively referred to as the “Acquired Assets”), free and clear of all Liens other than Permitted Liens:, and Buyer shall purchase, acquire and accept from Seller all right, title and interest in and to the following (subject to Section 2.2, the “Purchased Assets”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Monaco Coach Corp /De/)

Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer, assign, convey, convey and deliver to Buyer, and Buyer shall purchase, acquire and accept from Seller, all of Seller’s right, title, title and interest of Seller in and to all of the propertiesassets, rightsrights and properties of Seller required for, and assets related to used in, held for use in or otherwise constituting the Business (excluding other than the Excluded Assets), as and the same may exist immediately prior to the extent existing on the Closing Date (such properties, rights and assets are hereinafter collectively referred to as the “Acquired Assets”)Closing, free and clear of any and all Liens other than except Permitted LiensLiens (collectively, the “Purchased Assets”), including the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Lawson Products Inc/New/De/)

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