Bill of Sale and Assumption Agreement definition

Bill of Sale and Assumption Agreement means the Bill of Sale and Xxsumption Agreement to be executed at Closing xx Xurchaser and Seller in substantially the form attached hereto as EXHIBIT B.
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Bill of Sale and Assumption Agreement means the Bill of Sale and Assumption Agreement in the form of Exhibit A hereto.
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Bill of Sale and Assumption Agreement shall have the meaning set forth in Section 1.10(b)(i).
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Examples of Bill of Sale and Assumption Agreement in a sentence

  • At the Closing, Sellers and Buyer will have executed and delivered to each other the Bill of Sale and Assumption Agreement.

  • NPCI Bill of Sale and Assumption Agreement means an agreement to be approved by the Bankruptcy Court as a Plan Document whereby, (i) other than Cash, the NPCI Licenses and the rights to indemnification pursuant to the Acquisition Agreement, all of the assets of NPCI are transferred to, and all of the liabilities of NPCI are assumed by, NBI, and (ii) all of the Cash of NPCI is transferred to Reorganized NWI, as of the Effective Date.

  • Any and all executory contracts or unexpired leases assumed or ratified by the Debtors hereunder, shall, on the Effective Date, and in accordance with the NPCI Bill of Sale and Assumption Agreement, the NPI Bill of Sale and Assumption Agreement, the NPPI Bill of Sale and Assumption Agreement, or the NTI Bill of Sale and Assumption Agreement, as applicable, be deemed assigned to NBI.

  • NTI Bill of Sale and Assumption Agreement means an agreement to be approved by the Bankruptcy Court as a Plan Document whereby, (i) other than (A) the stock of NBI, NPI and NPCI, (B) the Equity Interest in Reorganized NWI, (C) the rights to indemnification pursuant to the Acquisition Agreement, and (D) all Cash, including the Net Acquisition Consideration to be paid to NTI by VZW Corp.

  • The Bill of Sale and Assumption Agreement and the endorsements, assignments and other instruments to be executed and delivered by Seller to Purchaser at the Closing will effectively transfer to Purchaser good, valid and marketable title to, and ownership of, the Purchased Assets free and clear of all Liens other than Permitted Liens.

  • NPI Bill of Sale and Assumption Agreement means an agreement to be approved by the Bankruptcy Court as a Plan Document whereby, (i) other than Cash, the stock of NPPI and the rights to indemnification pursuant to the Acquisition Agreement, all of the assets of NPI are transferred to, and all of the liabilities of NPI are assumed by, NBI, and (ii) all of the Cash of NPI is transferred to Reorganized NWI, as of the Effective Date.

  • On or immediately prior to the Acquisition Closing, the NPCI Bill of Sale and Assumption Agreement, the NPI Bill of Sale and Assumption Agreement, the NPPI Bill of Sale and Assumption Agreement and the NTI Bill of Sale and Assumption Agreement will be executed and the transactions contemplated thereby will be consummated.

  • NPPI Bill of Sale and Assumption Agreement means an agreement to be approved by the Bankruptcy Court as a Plan Document whereby, (i) other than Cash, the NPPI Licenses and the rights to indemnification pursuant to the Acquisition Agreement, all of the assets of NPPI are transferred to, and all of the liabilities of NPPI are assumed by, NBI, and (ii) all of the Cash of NPPI is transferred to Reorganized NWI, as of the Effective Date.

  • Bill of Sale and Assumption Agreement, dated as of December 6, 2002, between Epicor Software Corporation and the Company (incorporated by reference from Exhibit 2.2 to the Company's (Form 8-K filed on October 18, 2002).

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More Definitions of Bill of Sale and Assumption Agreement

Bill of Sale and Assumption Agreement means a bill of sale and assignment and assumption, in substantially the form attached hereto as Exhibit A, to be entered into by Purchaser
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Bill of Sale and Assumption Agreement means the Bill of Sale and Assumption Agreement in the form of E xhibit A hereto. “Business Day” means any day on which banks are not required or authorized to close in New York, New York.
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Bill of Sale and Assumption Agreement means the Conveyance, Bill of Sale and Assignment and Assumption Agreement in substantially the form attached hereto as Exhibit A.
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Related to Bill of Sale and Assumption Agreement

  • Assignment and Assumption Agreement means the Assignment and Assumption Agreement substantially in the form of Exhibit L (appropriately completed).

  • Assignment and Assumption Agreements means each of the Assignment and Assumption Agreements to be executed between a Trustee and trustee of the relevant Successor Trust in accordance with the relevant Trust Agreement, as the same may be amended, modified or supplemented from time to time.

  • Assignment and Assumption of Lease has the meaning set forth in Section 3.02(a)(v).

  • Assignment and Assumption means an assignment and assumption entered into by a Lender and an Eligible Assignee (with the consent of any party whose consent is required by Section 10.06(b)), and accepted by the Administrative Agent, in substantially the form of Exhibit E or any other form approved by the Administrative Agent.

  • nment and Assumption means an assignment and assumption agreement entered into by a Lender and an assignee (with the consent of any party whose consent is required by Section 9.04), and accepted by the Administrative Agent, in the form of E xhibit A or any other form approved by the Administrative Agent.

  • Assignment and Acceptance Agreement means an assignment and acceptance agreement entered into by a Lender, an Eligible Assignee and the Administrative Agent, and, if required, the Borrower, pursuant to which such Eligible Assignee may become a party to this Agreement, in substantially the form of Exhibit C hereto.

  • Incremental Assumption Agreement means an Incremental Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and, if applicable, one or more Incremental Term Lenders and/or Incremental Revolving Facility Lenders.

  • Conveyancing and Assumption Instruments means, collectively, the various agreements, instruments and other documents heretofore entered into and to be entered into to effect the transfer of Assets and the assumption of Liabilities in the manner contemplated by the Distribution Agreement, or otherwise arising out of or relating to the transactions contemplated in the Distribution Agreement.

  • Affiliated Lender Assignment and Assumption has the meaning set forth in Section 10.07(l)(i).

  • Guarantee Assumption Agreement means a Guarantee Assumption Agreement substantially in the form of Exhibit B to the Guarantee and Security Agreement between the Collateral Agent and an entity that pursuant to Section 5.08 is required to become a “Subsidiary Guarantor” under the Guarantee and Security Agreement (with such changes as the Administrative Agent shall request consistent with the requirements of Section 5.08).

  • Assumption Agreement has the meaning specified in Section 2.18(d)(ii).

  • Assignment and Acceptance means an assignment and acceptance entered into by a Lender and an Eligible Assignee, and accepted by the Agent, in substantially the form of Exhibit C hereto.

  • Designated Borrower Request and Assumption Agreement has the meaning specified in Section 2.14.

  • Permitted Loan Purchase Assignment and Acceptance means an assignment and acceptance entered into by a Lender as an Assignor and Holdings, the Borrower or any of the Subsidiaries as an Assignee, as accepted by the Administrative Agent (if required by Section 9.04) in the form of Exhibit G or such other form as shall be approved by the Administrative Agent and the Borrower (such approval not to be unreasonably withheld or delayed).

  • Assignment and Conveyance Agreement As defined in Subsection 6.01.

  • Incremental Term Loan Assumption Agreement means an Incremental Term Loan Assumption Agreement among, and in form and substance reasonably satisfactory to, the Borrower, the Administrative Agent and one or more Incremental Term Lenders.

  • Commitment Transfer Supplement means a document in the form of Exhibit 16.3 hereto, properly completed and otherwise in form and substance satisfactory to Agent by which the Purchasing Lender purchases and assumes a portion of the obligation of Lenders to make Advances under this Agreement.

  • Addendum and Assignment Agreement The Addendum and Assignment Agreement, dated as of January 31, 1995, between MLCC and the Master Servicer.

  • Patent Assignment Agreement means the patent assignment agreement substantially in the form of Exhibit A.

  • IP Assignment Agreement has the meaning set forth in Section 3.2(a)(iii).

  • Patent Assignment each patent collateral assignment agreement pursuant to which an Obligor assigns to Agent, for the benefit of Secured Parties, such Obligor’s interests in its patents, as security for the Obligations.

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW 1997 J], dated as of March 18, 1998, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with a form of Consent and Agreement to be executed by the Manufacturer attached thereto.

  • Assignment Agreement means an Assignment and Assumption Agreement substantially in the form of Exhibit E, with such amendments or modifications as may be approved by Administrative Agent.

  • Assignment and Conveyance An Assignment and Conveyance in the form of Exhibit I hereto dated as of the related Closing Date, by and between the Company and the Purchaser.

  • IP Assignment a collateral assignment or security agreement pursuant to which an Obligor grants a Lien on its Intellectual Property to Agent, as security for the Obligations.

  • Commitment and Acceptance is defined in Section 2.18(b).