Common use of Transfer and Consideration Clause in Contracts

Transfer and Consideration. (a) Subject to the terms and conditions set forth in this Agreement, at the Closing Time, Purchaser shall (i) purchase the Assets and (ii) assume the Liabilities, and Seller shall sell, assign, transfer, convey and deliver to Purchaser, free and clear of all Encumbrances, all of Seller’s right, title and interest in and to the Assets and the Liabilities.

Appears in 3 contracts

Samples: Purchase and Assumption Agreement (Athens Bancshares Corp), Purchase and Assumption Agreement (Atlantic Capital Bancshares, Inc.), Purchase and Assumption Agreement (Atlantic Capital Bancshares, Inc.)

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Transfer and Consideration. (a) Subject to the terms and conditions set forth in this Agreement, at the Closing TimeClosing, Purchaser shall (i) purchase the Assets and (ii) assume the LiabilitiesLiabilities and the Accrued Expenses, and Seller shall sell, assign, transfer, convey and deliver to Purchaser, free and clear of all EncumbrancesEncumbrances (except as described in Section 5.4), all of Seller’s right, title and interest in and to the Assets and the Liabilities.

Appears in 2 contracts

Samples: Branch Purchase and Assumption Agreement (Waccamaw Bankshares Inc), Branch Purchase and Assumption Agreement (First Bancorp /Nc/)

Transfer and Consideration. (a) Subject to the terms and conditions set forth in this Agreement, at the Closing TimeClosing, Purchaser shall (i) purchase the Assets and (ii) assume the Liabilities, and Seller shall sell, assign, transfer, convey and deliver to Purchaser, free and clear of all EncumbrancesEncumbrances (except as described in Section 5.4), all of Seller’s right, title and interest in and to the Assets and the Liabilities.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Fidelity Southern Corp), Purchase and Assumption Agreement (CenterState Banks, Inc.)

Transfer and Consideration. (a) Subject to the terms and conditions set forth in this AgreementAgreement and except as otherwise indicated in the Schedules hereto, at the Closing TimeClosing, Purchaser shall (ia) purchase the Assets Assets; and (iib) assume the Liabilities, and Seller shall sell, grant, assign, transfer, convey and deliver to Purchaser, free and clear of all Encumbrances, all of Seller’s right, title and interest in and to the Assets (i) such Assets, and the (ii) such Liabilities.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Solera National Bancorp, Inc.), Purchase and Assumption Agreement (Solera National Bancorp, Inc.)

Transfer and Consideration. (a) Subject to the terms and conditions set forth in this Agreement, at the Closing Time, Purchaser shall (i) purchase the Assets and (ii) assume the Liabilities, and Seller shall sell, assign, transfer, convey and deliver to Purchaser, free and clear of all Encumbrances (other than Permitted Encumbrances), all of Seller’s right, title and interest in and to the Assets and the Liabilities.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Atlantic Capital Bancshares, Inc.)

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Transfer and Consideration. (a) Subject to the terms and conditions set forth in this Agreement, at the Closing TimeClosing, Purchaser shall (i) purchase the Assets and (ii) assume the LiabilitiesLiabilities and the Accrued Expenses, and Seller shall sell, assign, transfer, convey and deliver to Purchaser, free and clear of all EncumbrancesEncumbrances (except as described in Section 5.4), all of Seller’s 's right, title and interest in and to the Assets and the Liabilities.

Appears in 1 contract

Samples: Branch Purchase and Assumption Agreement (First Bancorp /Nc/)

Transfer and Consideration. (a) Subject to the terms and conditions set forth in this AgreementAgreement and except as otherwise indicated in the Schedules hereto, at the Closing TimeClosing, Purchaser shall (i) purchase the Assets and (ii) assume the LiabilitiesLiabilities relating to the Branches, and Seller shall sell, grant, assign, transfer, convey and deliver to Purchaser, free and clear of all Encumbrances, all of Seller’s 's right, title and interest in and to the Assets (x) such Assets, and the (y) such Liabilities.

Appears in 1 contract

Samples: Branch Purchase and Assumption Agreement (Intrust Financial Corp /)

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