Transfer of Ownership and Operation Sample Clauses

Transfer of Ownership and Operation. Subject to the terms and conditions set forth in this Agreement, at Settlement, the AUTHORITY shall purchase from the TOWNSHIP and the TOWNSHIP shall sell, transfer, assign and deliver to the AUTHORITY, free and clear of all liens except for Permitted Liens (defined below), all of the TOWNSHIP’s right, title and interest in and to all assets, facilities, business, goodwill, properties and rights of the TOWNSHIP of every kind and description, whether tangible or intangible, real, personal or mixed, wherever situated, in each case used in, held for use in, or acquired or developed for use in, the System, or otherwise related to, or arising out of the operation or conduct of the System (whether or not any such assets have any value for accounting purposes or are carried or reflected on the books or financial records of the TOWNSHIP), but in all cases other than the Excluded Assets (collectively referred to as the “Acquired Assets”), including:
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Transfer of Ownership and Operation. Subject to the terms and conditions set forth in this Agreement, at Settlement, the AUTHORITY shall purchase from the TOWNSHIP and the TOWNSHIP shall sell, transfer, assign and deliver to the AUTHORITY, free and clear of all liens, pledges, mortgages, deeds of trust, security interests, charges, claims, options, warrants, leases, rights to possession, hypothecations, easements, rights of way, encroachments, other encumbrances, rights of first refusal, or restrictions of any kind, including any restrictions on use, receipt of income, or any other attribute of ownership (collectively, “Liens”) except for Permitted Liens (defined below), all of the TOWNSHIP’s right, title and interest in and to all assets, facilities, business, goodwill, properties and rights of the TOWNSHIP of every kind and description, whether tangible or intangible, real, personal or mixed, wherever situated, in each case used in, held for use in, or acquired or developed for use in, the System, or otherwise related to, or arising out of the operation or conduct of the System (whether or not any such assets have any value for accounting purposes or are carried or reflected on the books or financial records of the TOWNSHIP), but in all cases other than the Excluded Assets (collectively referred to as the “Acquired Assets”), including:

Related to Transfer of Ownership and Operation

  • Transfer of Ownership Trust..........................................................

  • Ownership and Transfer (a) The Company shall maintain at its principal executive offices (or such other office or agency of the Company as it may designate by notice to the holder hereof), a register for this Warrant, in which the Company shall record the name and address of the person in whose name this Warrant has been issued, as well as the name and address of each transferee. The Company may treat the person in whose name any Warrant is registered on the register as the owner and holder thereof for all purposes, notwithstanding any notice to the contrary, but in all events recognizing any transfers made in accordance with the terms of this Warrant.

  • Ownership and Use (A) Unless CITY states otherwise in writing, each document— including, but not limited to, each report, draft, record, drawing, or specification (collectively, “work product”)— that CONSULTANT prepares, reproduces, or causes its preparation or reproduction for this Agreement is CITY’s exclusive property.

  • Ownership and Control All components of the Placer County Technology Platform, including voicemail, email messages sent and received, files and records created or placed on any County file server, and all data placed onto or accessed by the County’s computer network including internet access, are and remain either the property of or under the control of Placer County and not the User.

  • Ownership and Transfer of Shares The Trust or a transfer or similar agent for the Trust shall maintain a register containing the names and addresses of the Shareholders of each Series and Class thereof, the number of Shares of each Series and Class held by such Shareholders, and a record of all Share transfers. The register shall be conclusive as to the identity of Shareholders of record and the number of Shares held by them from time to time. The Trustees may authorize the issuance of certificates representing Shares and adopt rules governing their use. The Trustees may make rules governing the transfer of Shares, whether or not represented by certificates. Except as otherwise provided by the Trustees, Shares shall be transferable on the books of the Trust only by the record holder thereof or by his duly authorized agent upon delivery to the Trustees or the Trust's transfer agent of a duly executed instrument of transfer, together with a Share certificate if one is outstanding, and such evidence or the genuineness of each such execution and authorization and of such other matters as may be required by the Trustees. Upon such delivery, and subject to any further requirements specified by the Trustees or contained in the By-laws, the transfer shall be recorded on the books of the Trust. Until a transfer is so recorded, the Shareholder of record of Shares shall be deemed to be the holder of such Shares for all purposes hereunder and neither the Trustees nor the Trust, nor any transfer agent or registrar or any officer, employee or agent of the Trust, shall be affected by any notice of a proposed transfer.

  • OWNERSHIP AND RISK 8.1 Miele remains the owner of the product/s until the price is paid in full to Miele and the product/s have been delivered to the customer.

  • Ownership and Risk of Loss You will own the Device and bear all risk of loss of, theft of, casualty to or damage to the Device, from the time it is shipped to you until the time (if any) when it is returned to us in accordance with this Agreement.

  • Ownership and Restrictions 4.1 You retain all ownership and intellectual property rights in and to Your Content and Your Applications. Oracle or its licensors retain all ownership and intellectual property rights to the Services, including Oracle Programs and Ancillary Software, and derivative works thereof, and to anything developed or delivered by or on behalf of Oracle under this Agreement.

  • Ownership and License 5.1 Unless otherwise specified in a SOW and except as provided in Section 5.2, Cisco is the sole and exclusive owner of all Deliverables and Supplier hereby irrevocably assigns and transfers to Cisco all of its worldwide right and title to, and interest in, the Deliverables, including all associated Intellectual Property Rights.

  • Risk and Ownership C14.1 Subject to clause C13 above, risk in the Goods shall, without prejudice to any other rights or remedies of the Authority (including the Authority’s rights and remedies under clause C16 below) pass to the Authority when delivery is completed to the Authority’s reasonable satisfaction.

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