Asset Transfer Agreement Sample Contracts

Sol-Gel Technologies Ltd. – Asset Transfer Agreement (January 30th, 2018)

Whereas,in July, 2013, M. Arkin (1999) Ltd. entered into an agreement with Perrigo UK Finco Limited Partnership for the execution of a project for the development and manufacturing of a product, as detailed in that agreement (hereinafter: "the Asset"); and

Threshold Pharmaceuticals – Asset Transfer Agreement by and Between Threshold Pharmaceuticals, Inc., a Corporation Organized and Existing Under the Laws of the State of Delaware, Together With Its Successors and Assigns, Hereinafter Referred to as "THLD" and OBI Pharma, Inc., a Corporation Organized and Existing Under the Laws of Taiwan, Together With Its Successors and Assigns, Hereinafter Referred to as "OBI"; THLD and OBI Hereinafter Also Referred to Individually as "Party" or Collectively as "Parties" (June 22nd, 2017)

WHEREAS, THLD has conceived of, reduced to practice and developed compounds for treatment of cancer; these compounds are titled, "TH-2870" and "TH-3424" (each a "Compound" and collectively the "Compounds" as hereinafter defined), and owns certain Intellectual Property Rights related to TH-2870 and TH-3424;

Transition Services and Asset Transfer Agreement (March 7th, 2017)

THIS TRANSITION SERVICES AND ASSET TRANSFER AGREEMENT (this TSA) is entered into as of March 6, 2017 (the Effective Date), by and between Maintech, Incorporated, a Delaware corporation (Maintech), and Volt Information Sciences, Inc., a corporation registered in the State of New York, United States of America, with its principal place of business at 1065 Avenue of the Americas, 20th Floor, New York, NY 10018 (VISI). Capitalized terms used in this TSA but not otherwise defined herein have the meanings ascribed thereto in the Stock Purchase Agreement (as defined herein).

First AMENDMENT TO Amended and Restated Asset Transfer Agreement (January 5th, 2017)

This GROUND LEASE (this "Lease") is made as of [ ], 2016, between UNION CARBIDE CORPORATION, as Lessor, and RECOVERY SOLUTIONS & TECHNOLOGIES, INC., as Lessee.

Foresight Autonomous Holdings Ltd. – Summary Translation of Asset Transfer Agreement Dated January 5, 2016 (December 27th, 2016)

On January 5, 2016, Foresight Automotive Ltd. (under its previous name, Four Eyes Autonomous Ltd.) (the "Subsidiary"), a private Israeli company, entered into an Asset Transfer Agreement (the "Agreement") with Magna BSP Ltd. ("Magna"), the sole shareholder of the Subsidiary. Magna operates in the field of research and development of radar-based products and technologies, relating to border security, flight safety and vehicle safety. The Subsidiary was established for the purpose of concentrating the field of vehicle safety in a separate legal entity. The parties entered into the Agreement, with retroactive effect to October 11, 2015, in connection with the merger agreement (the "Merger Agreement") dated October 11, 2015 by and among the Parent, the Subsidiary and Foresight Autonomous Holdings Ltd. (under its previous name, Asia Development A.D.B.M. Ltd.).

Asset Transfer Agreement (December 7th, 2016)

This Asset Transfer Agreement (this "Agreement") is made and entered into as of December 5, 2016, by and between Enovation Controls, LLC, an Oklahoma limited liability company ("Enovation"), and Genisys Controls, LLC, a Delaware limited liability company ("Newco"). Enovation and Newco are sometimes referred to herein individually as a "Party" and together as the "Parties."

Appsoft Technologies, Inc. – Asset Transfer Agreement (June 16th, 2016)

IN CONSIDERATION of the provisions contained in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is consideration is acknowledged, the Parties agree as follows:

ASSET TRANSFER AGREEMENT by and Among VANDA PHARMACEUTICALS INC. NOVARTIS PHARMA AG and NOVARTIS AG Dated as of December 22, 2014 (June 10th, 2015)

THIS ASSET TRANSFER AGREEMENT, dated as of December 22, 2014 (this Agreement), is made by and among Vanda Pharmaceuticals Inc., a Delaware corporation (Buyer), Novartis Pharma AG, a company organized under the laws of Switzerland (NPhAG) and Novartis AG, a company organized under the laws of Switzerland (NAG and, together with NPhAG, Sellers). Sellers and Buyer may hereinafter be referred to individually as a Party and, collectively, as the Parties.

LGX818 ASSET TRANSFER AGREEMENT by and Between NOVARTIS PHARMA AG and ARRAY BIOPHARMA INC. Dated as of January 19, 2015 (May 7th, 2015)

THIS ASSET TRANSFER AGREEMENT, dated as of January 19, 2015 (together with all Schedules and Exhibits attached hereto, this "Agreement"), is made by and between Novartis Pharma AG, a Swiss corporation ("Novartis"), and Array BioPharma Inc., a Delaware corporation ("Array").

ASSET TRANSFER AGREEMENT by and Among VANDA PHARMACEUTICALS INC. NOVARTIS PHARMA AG and NOVARTIS AG Dated as of December 22, 2014 (March 13th, 2015)

THIS ASSET TRANSFER AGREEMENT, dated as of December 22, 2014 (this Agreement), is made by and among Vanda Pharmaceuticals Inc., a Delaware corporation (Buyer), Novartis Pharma AG, a company organized under the laws of Switzerland (NPhAG) and Novartis AG, a company organized under the laws of Switzerland (NAG and, together with NPhAG, Sellers). Sellers and Buyer may hereinafter be referred to individually as a Party and, collectively, as the Parties.

TERMINATION AND ASSET TRANSFER AGREEMENT by and Between NOVARTIS PHARMA AG, NOVARTIS INTERNATIONAL PHARMACEUTICAL LTD. And ARRAY BIOPHARMA INC. Dated as of November 26, 2014 (February 4th, 2015)

THIS TERMINATION AND ASSET TRANSFER AGREEMENT, dated as of November 26, 2014 (together with all Schedules and Exhibits attached hereto, this "Agreement"), is made by and among Novartis Pharma AG, a Swiss corporation ("Novartis"), Novartis International Pharmaceutical Ltd., a corporation organized and existing under the laws of Bermuda, for purposes of Articles II, Section 4.1, Section 5.1(d) and Article X only ("NIP"), and Array BioPharma Inc., a Delaware corporation ("Array").

Check-Cap Ltd – Asset Transfer Agreement (December 23rd, 2014)
Check-Cap Ltd – Asset Transfer Agreement (November 21st, 2014)

This ASSET TRANSFER AGREEMENT (this "Agreement") is made and entered into as of May 31, 2009 (the "Effective Date") by and among Check-Cap, LLC., a Delaware corporation (the "Company"), and Check-Cap Ltd. an Israeli company ("New Check-Cap").

ASSET TRANSFER AGREEMENT Dated as of August 14, 2014 by and Among MONSTER BEVERAGE CORPORATION, NEW LASER CORPORATION and THE COCA-COLA COMPANY (August 18th, 2014)

This Asset Transfer Agreement (this Agreement) is dated as of August 14, 2014, by and among MONSTER BEVERAGE CORPORATION, a Delaware corporation (Monster), NEW LASER CORPORATION, a Delaware corporation and wholly-owned subsidiary of Monster (NewCo), and THE COCA-COLA COMPANY, a Delaware corporation (KO) (each of Monster, NewCo and KO, a Party and collectively, the Parties). Except as otherwise indicated, capitalized terms used herein shall have the meanings set forth in Section 1.1.

China Recycling Energy Corp. – Asset Transfer Agreement (August 14th, 2014)

This agreement is signed on June 28, 2014 in Xi'an City, Shaanxi Province between Qitaihe City Boli Yida Coal Selection Co., Ltd. and Xi'an TCH Energy Technology Co., Ltd.

Otonomy, Inc. – Asset Transfer Agreement (July 11th, 2014)

This Asset Transfer Agreement is made as of April 30, 2013 between Otonomy, Inc., a Delaware corporation (Otonomy), and IncuMed, LLC, a Nevada LLC (IncuMed). Otonomy and IncuMed are each referred to herein as a Party and collectively as the Parties.

Specialty Contractors, Inc. – Stock and Asset Transfer Agreement (February 4th, 2014)

THIS AGREEMENT made and entered into with an effective date of the 28th day of February, 2013, by and between Charles Bartlett, hereafter referred to as 'Bartlett', Specialty Contractors, Inc. hereafter referred to as 'Specialty', and Charles Smith and Michael Goode, hereafter collectively referred to as 'CMG'.

Yanzhou Coal Mining Company – Asset Transfer Agreement Between Yankuang Group Company Limited, Yankuang Group Beisu Coal Mine Company Limited and Yanzhou Coal Mining Company Limited (October 9th, 2013)
Sundance Strategies, Inc. – Contract (September 19th, 2013)

Del Mar Financial S.a.r.l., a societe a responsabilite limitee incorporated and existing under the laws of the Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 168291, having its registered office at 6, rue Guillaume Schneider, L-2522 Luxembourg (the Seller);

Specialty Contractors, Inc. – Stock and Asset Transfer Agreement (July 31st, 2013)

THIS AGREEMENT made and entered into with an effective date of the 28th day of February, 2013, by and between Charles Bartlett, hereafter referred to as 'Bartlett', Specialty Contractors, Inc. hereafter referred to as 'Specialty', and Charles Smith and Michael Goode, hereafter collectively referred to as 'CMG'.

SaaSMAX – Asset Transfer Agreement (July 16th, 2013)

SaaSMAX CORP., a company duly formed under the laws of Nevada, with its registered office at 123 West Nye Lane, Ste 129, Carson City, NV 89706

Sundance Strategies, Inc. – Contract (June 20th, 2013)

Del Mar Financial S.a.r.l., a societe a responsabilite limitee incorporated and existing under the laws of the Grand Duchy of Luxembourg, registered with the Luxembourg Trade and Companies Register under number B 168291, having its registered office at 6, rue Guillaume Schneider, L-2522 Luxembourg (the Seller);

Medicines Company (The) – License and Asset Transfer Agreement by and Between Alza Corporation and Incline Therapeutics, Inc. (May 10th, 2013)
China Gerui Advanced Materials – Equity/Asset Transfer Agreement (Summary) February 26, 2013 Zhengzhou, Henan, PRC (April 30th, 2013)

In accordance with the Company Law and Contract Law of the People's Republic of China, all parties have negotiated and concluded this Equity/Asset Transfer Agreement:

Clutterbug Move Management, Inc. – Asset Transfer Agreement (March 14th, 2013)

This ASSET TRANSFER AGREEMENT (this "Agreement"), dated as of February 1, 2012, is entered into by and between Clutterbug for Seniors, LLC, a limited liability company organized and existing under the laws of the State of New Jersey (the "LLC"), and Clutterbug Move Management, Inc., a corporation incorporated under the laws of the State of Nevada ("Clutterbug"). The LLC and Clutterbug are sometimes individually referred to herein as a "Party" and are sometimes collectively referred to herein as the "Parties."

AsiaInfo Holdings, Inc. – Fixed Asset Transfer Agreement (February 28th, 2013)

According to the Contract Law of the Peoples Republic of China and related regulations, on the basis of equality, voluntary, justice, honesty and credibility, Party A and Party B hereby enter into this Fixed Asset Transfer Agreement (the Contract).

Asset Transfer Agreement (January 28th, 2013)

This ASSET TRANSFER AGREEMENT (this "Agreement"), dated as of January 22, 2013, is entered into by and between Prosper Marketplace, Inc., a Delaware corporation ("PMI"), and Prosper Funding LLC, a Delaware limited liability company and a wholly-owned subsidiary of PMI ("Prosper Funding"). PMI and Prosper Funding are sometimes individually referred to herein as a "Party" and are sometimes collectively referred to herein as the "Parties."

Asset Transfer Agreement (November 27th, 2012)

This ASSET TRANSFER AGREEMENT (this "Agreement"), dated as of [*], is entered into by and between Prosper Marketplace, Inc., a Delaware corporation ("PMI"), and Prosper Funding LLC, a Delaware limited liability company and a wholly-owned subsidiary of PMI ("Prosper Funding"). PMI and Prosper Funding are sometimes individually referred to herein as a "Party" and are sometimes collectively referred to herein as the "Parties."

Asset Transfer Agreement (November 21st, 2012)

This ASSET TRANSFER AGREEMENT (this "Agreement"), dated as of [*], is entered into by and between Prosper Marketplace, Inc., a Delaware corporation ("PMI"), and Prosper Funding LLC, a Delaware limited liability company and a wholly-owned subsidiary of PMI ("Prosper Funding"). PMI and Prosper Funding are sometimes individually referred to herein as a "Party" and are sometimes collectively referred to herein as the "Parties."

FS Investment Corp II – Asset Transfer Agreement (October 30th, 2012)

This ASSET TRANSFER AGREEMENT (this Agreement), dated as of October 26, 2012, is entered into by and between FS Investment Corporation II (the Seller) and Cobbs Creek LLC (Cobbs Creek).

FS Investment Corp II – Asset Transfer Agreement (October 30th, 2012)

This ASSET TRANSFER AGREEMENT (this Agreement), dated as of October 26, 2012, is entered into by and between FS Investment Corporation II (the Seller) and Lehigh River LLC (the Issuer).

CANADIAN ASSET TRANSFER AGREEMENT BETWEEN MONDELEZ CANADA INC. AND KRAFT CANADA INC. DATED September 29, 2012 (October 2nd, 2012)

WHEREAS, pursuant to the Separation Agreement, SnackCo and GroceryCo have agreed to, among other things, cause their respective Subsidiaries, including the Purchaser and the Vendor, to take certain actions necessary to effect the implementation of the Internal Reorganization and the transactions contemplated by the Separation Agreement;

FS Investment CORP – Amended and Restated Asset Transfer Agreement (October 1st, 2012)

This AMENDED AND RESTATED ASSET TRANSFER AGREEMENT (this Agreement), dated as of September 26, 2012, is entered into by and between FS Investment Corporation (the Seller) and Locust Street Funding LLC (the Issuer).

FS Investment CORP – Asset Transfer Agreement (October 1st, 2012)

This ASSET TRANSFER AGREEMENT (this Agreement), dated as of September 26, 2012, is entered into by and between FS Investment Corporation (the Seller) and Race Street Funding LLC (Race Street).

SuperGen, Inc. – Asset Transfer Agreement (January 20th, 2012)

This Asset Transfer Agreement (the Transfer Agreement) is entered into as of January 13, 2012 (Execution Date), by and between GlaxoSmithKline LLC, a Delaware limited liability company, with its principal place of business located at One Franklin Plaza, Philadelphia, Pennsylvania 19101 (GSK) and Astex Pharmaceuticals, Inc., a company organized under the laws of Delaware, with its principal place of business located at 4140 Dublin Blvd., Ste. 200, Dublin, CA 94568 (formerly SuperGen, Inc.), (Astex). Each of GSK and Astex are hereinafter referred to as a Party and together, the Parties.