SALE OF THE EQUIPMENT. Seller hereby sells and transfers to Purchaser all of its right, title and interest in and to the Equipment, together with all warranties, express or implied, received from the manufacturer or vendor thereof. Seller hereby represents and warrants to Purchaser that subject to Section 3 hereof, Seller is conveying good title to the Equipment, free and clear of all liens and encumbrances other than Permitted Liens.
SALE OF THE EQUIPMENT. In consideration of the sum of $10.00 ("Purchase Price"), payable in immediately available funds, Seller hereby sells and transfers to Purchaser all of its right, title and interest in and to the Equipment, together with all warranties, express or implied, received from the manufacturer or vendor thereof. Seller hereby represents and warrants to Purchaser that Seller is conveying good title to the Equipment, free and clear of all liens and encumbrances other than the leasehold estate of Lessee under the Lease or any liens created by the Lessee. The Purchase Price is due on the Closing Date. All taxes, in any way arising out of this transaction, including without limitation transfer taxes arising out of the assignment of the Lease, shall be solely for the account of the Purchaser.
SALE OF THE EQUIPMENT. At the Closing (as defined in Section 1.04 hereof), subject to the terms and conditions set forth herein, the Seller shall sell to the Purchaser, and the Purchaser shall purchase from the Seller, the Equipment, an itemized list of the Equipment is attached as Exhibit A to this Agreement.
SALE OF THE EQUIPMENT. XSUNX hereby sells to MERIX, as a bulk sale and in accordance with all of the terms of the prior sale of the Equipment by MERIX to XSUNX, including price (but with the parties reversed as appropriate). XSUNX covenants and agrees to promptly execute and deliver any and all documentation necessary or desirable in order to effectuate, consummate or memorialize such sale as and when requested by MERIX.
SALE OF THE EQUIPMENT. In consideration of the sum of $5,088,956.00 ("Purchase Price"), payable in immediately available funds, Seller hereby sells and transfers to Purchaser all of its right, title and interest in and to the Equipment, together with all warranties, express or implied, received from the manufacturer or vendor thereof. Seller hereby represents and warrants to Purchaser that Seller is conveying good title to the Equipment, free and clear of all liens and encumbrances other than the leasehold estate of Lessee under the Lease or any liens created by the Lessee. The Purchase Price is due on the Closing Date. All taxes, in any way arising out of this transaction, including without limitation transfer taxes arising out of the assignment of the Lease, shall be solely for the account of the Purchaser.
SALE OF THE EQUIPMENT. In consideration of the sum of $10,494,698.31 ("Purchase Price"), payable in immediately available funds in the amount of $494,724.28, to be further described as $107,854.62 related to Schedule No. 83, $96,229.84 related to Schedule No. 84, $145,319.91 related to Schedule No. 85 and $145,319.91 related to Schedule No. 86, attributable to the equity purchase price of the Equipment, and by the assumption by Purchaser of Seller's non-recourse liability to Lender pursuant to the Transferee Agreement in the principal amount $2,180,089.93 related to Schedule No. 83, $1,945,115.44 related to Schedule No. 84, $2,937,384.33 related to Schedule No. 85 and $2,937,384.33 related to Schedule No. 86, Seller ereby sells and transfers to Purchaser all of its right, title and interest in and to the Equipment, together with all warranties, express or implied, received from the manufacturer or vendor thereof. Seller hereby represents and warrants to Purchasers that Seller is conveying good title to the Equipment, free and clear of all liens and encumbrances other than (i) the leasehold estate of Lessee under the Lease, and (ii) the security interest of the Lender in and to the Schedules and the Equipment leased thereunder.
SALE OF THE EQUIPMENT. 15.2.1 Upon any termination of the leasing of the Equipment (or, as the case may be, the right of the Lessee to take the Equipment on Lease) under this Agreement through effluxion of time or otherwise (but in the case of a Total Loss, only to the extent that the Standby Purchaser is free to dispose of the same) the Equipment shall be sold and, to the extent applicable, any Equipment Rights shall be transferred in accordance with the remaining provisions of this clause 15.2.1 and in accordance with the Deed of Proceeds and Priorities. 15.2.2 Subject to the rights of the Lessee under clause 15.2.3(d) and subject further to the provisions of the Deed of Proceeds and Priorities, the Standby Purchaser shall have the sole right of deciding the means, timing and terms of disposal of the Equipment including, for the avoidance of doubt, and to the extent applicable, any Equipment Rights and in particular whether to sell by public auction or tender, with or without reserve or by private treaty. 15.2.3 Any sale pursuant to this clause 15.2 shall be in accordance with clause 14 of the Deed of Proceeds and Priorities and any sale shall otherwise comply with the following conditions: (a) the sale shall be at a cash price payable by the purchaser in full on completion in Dollars or such other currency as the Standby Purchaser may agree (such agreement not to be unreasonably withheld) direct to the Standby Purchaser for credit to the Standby Purchaser Assigned Account; (b) the sale shall be at a price which (excluding VAT or other similar taxes wheresoever and howsoever arising) shall be not less than open market value of the Equipment; (c) the sale may be to any person other than: (i) PPC; or (ii) any person who is purchasing on behalf of or in trust for PPC; or (iii) any person who is controlled by PPC (as the term "control" is defined in s840 of ICTA); or (iv) any person who is purchasing as part of an arrangement under which title will or may pass to any of the persons mentioned in (i), (ii) (iii) and (iv) above; (d) the sale shall be made upon terms which do not expose the Standby Purchaser to any liability, including but not limited to any Tax Liability which it would not have had but for execution of the relevant sale documents (save for liability for breach of the warranty set out in this clause 15.2.3(d)) and otherwise without any representation, recourse or warranty whatsoever to or on the part of the Standby Purchaser other than a warranty that the Standby Purc...
SALE OF THE EQUIPMENT. (a) If the Parties have agreed that the Equipment will be sold by the Provider to the Client, the provisions of this subchapter shall apply.
SALE OF THE EQUIPMENT. Subject to the terms and conditions set forth in this Agreement, Apollo will purchase from Neptune, and Neptune will sell to Apollo, the Equipment. The Parties agree that, except as provided in the following sentence, the sale condition of the Equipment is “AS IS, WHERE IS.” Neptune shall deliver possession of one (1) of the six (6) nitrogen rejection units and one (1) Xxxxxxx cryo unit (the “First Units”) to Apollo’s Hospah field in New Mexico, in fully reconditioned and fully operational condition, with an acceptable commissioning period, as soon as reasonably practical. The five (5) remaining nitrogen rejection units and the one (1) Xxxxxxx cryo unit (the “Additional Units”) are located at the locations identified on Exhibit “A.”
SALE OF THE EQUIPMENT. The City agrees to purchase the Equipment described in Exhibit A for $1.00 and other good and valuable consideration.
