The Asset Clause Samples
The Asset clause defines and describes the specific property, item, or resource that is the subject of the agreement. It typically outlines identifying details such as serial numbers, location, or distinguishing characteristics to ensure there is no ambiguity about what is being transferred, leased, or otherwise dealt with. By clearly specifying the asset, this clause ensures both parties have a mutual understanding of what is included in the transaction, thereby preventing disputes and ensuring clarity in the contractual relationship.
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The Asset. 1.1 COMPANY agrees to sell to the BUYER and the BUYER agrees to buy the ASSET specified in Attachment A.
1.2 All ASSET are sold on as is, where is and with all faults basis. Any express or implied warranties including those as to the nature, quality, quantity, value or condition of any asset, merchantability, fitness for a particular purpose or non-infringement are hereby excluded to the greatest extent permitted by applicable law.
1.3 The BUYER acknowledges that any software or intellectual property rights attaching to the ASSET may not be the property of the COMPANY or capable of transfer by the COMPANY. The COMPANY is not in any way authorizing the use by the BUYER of such software or intellectual property rights and any use of such software or exploitation of intellectual property rights shall be at BUYER's sole risk.
1.4 Any illustrations, pictures or visuals provided by the COMPANY are for the convenience of the BUYER only. COMPANY has used its reasonable endeavors to ensure that the description of ASSET given by the COMPANY, its appointed agent or representative are accurate but the BUYER relies upon such description BUYER's own risk. BUYER should satisfy itself prior to the sale as to the condition of the ASSET and should exercise and rely on their judgment as to whether the ASSET accord with its description at BUYER's own risk.
The Asset. Representations Reviewer agrees, represents and warrants that the Asset Representations Reviewer has, and will continue to have, adequate administrative, technical, and physical safeguards designed to: (a) to ensure the security and confidentiality of all PII; (b) to protect against any anticipated threats or hazards to the security or integrity of PII; and (c) to protect against unauthorized acquisition of, access to or use of PII which could result in a “breach”
The Asset. On the terms and subject to the conditions of this Agreement, Seller hereby agrees to sell, assign, transfer and deliver to Buyer, and Buyer hereby agrees to purchase, assume and accept from Seller, the Asset. The sale and purchase of the Asset shall be effected on the Closing Date (defined in Section 8.1), as more fully set forth herein. Nothing in this Agreement shall be construed as Buyer purchasing from Seller anything other than the Asset. Furthermore, both Parties acknowledge and agree that Buyer agrees to purchase the Asset to hold for future settlement or other disposition, and not for the primary purpose of commencing litigation or any dispute with respect to the Asset.
The Asset. 1.1 COMPANY agrees to sell to the BUYER and the BUYER agrees to purchase the ASSET as specified in Attachment A.
1.2 All ASSET are sold on as is, where is and with all faults basis. Any express or implied warranties including those as to the nature, quality, quantity, value or condition of any asset, merchantability, fitness for a particular purpose or non-infringement are hereby excluded to the greatest extent permitted by applicable law.
1.3 Any illustrations, pictures or visuals provided by the COMPANY are for the convenience of the BUYER only. COMPANY has used its reasonable endeavors to ensure that the description of ASSET given by the COMPANY, its appointed agent or representative are accurate but the BUYER relies upon such description at BUYER’s own risk. BUYER should satisfy itself prior to the sale as to the condition of the ASSET and should exercise and rely on their judgment as to whether the ASSET is in accordance with its description at BUYER’s own risk.
The Asset. The NFTs will be minted on the Algorand blockchain, or any other platform that may be determined to best serve EPOCH’s purposes. Each NFT will include access to download a playable stand-alone version of the exhibition. The digital asset to which the NFT points will be stored on the InterPlanetary File System (IPFS). As a backup measure, upon purchase Collector should download the digital file of the Asset and store it in a secure location. In the event that the link between the NFT and the Asset is broken or not properly functioning, Collector will have the Asset file with confirmation of its origin. It is imperative that Collector save this file and the transmittal email for provenance and proper recordkeeping. Additionally, in the event the link between the NFT and the Asset is broken or not properly functioning, Collector may contact EPOCH at ▇▇▇▇@▇▇▇▇▇.▇▇▇▇▇▇▇ and EPOCH will use reasonable efforts to remedy the situation in a fair and practicable manner.
The Asset. The Asset shall be sold "as is, where is" without representation or warranty of Seller as to good standing,reinstatement of good standing, adequacy or timeliness of filing requirements (whether state or federal, including the SEC, the State of Nevada, or any other governmental unit), or any other filing or compliance actions, or the type or number of outstanding shares. The Asset does not include any interest in any real or personal property of any nature, including any ownership position with respect to any subsidiaries.
The Asset. 1.1 COMPANY agrees to sell to the BUYER and the BUYER agrees to purchase the ASSET as specified in Attachment A.
1.2 All ASSET are sold on “as-is, where-is and with all faults” basis. Any express or implied warranties including those as to the nature, quality, quantity, value or condition of the ASSET, merchantability, fitness for a particular purpose or non-infringement are hereby excluded to the greatest extent permitted by applicable law.
1.3 The BUYER acknowledges that any software or intellectual property rights attaching to the ASSET may not be the property of the COMPANY or capable of transfer by the COMPANY. The COMPANY is not in any way authorizing the use by the BUYER of such software or intellectual property rights and any use of such software or exploitation of intellectual property rights shall be at BUYER’s sole risk.
1.4 Any illustrations, pictures or visuals provided by the COMPANY are for the convenience of the BUYER only. The COMPANY has used its reasonable endeavors to ensure that the description of ASSET given by the COMPANY, its appointed agent or representative are accurate but the BUYER relies upon such description at BUYER’s own risk. BUYER should satisfy itself prior to the sale as to the condition of the ASSET and should exercise and rely on their judgment as to whether the ASSET is in accordance with its description at BUYER’s own risk.
The Asset. Disposition Offer, in so far as it relates to the Notes, will remain open for a period of not less than 20 Business Days following its commencement or such shorter period of time required to comply with Section 14(e) of the Exchange Act ...