Common use of Assets to be Transferred Clause in Contracts

Assets to be Transferred. Subject to the terms and conditions of this Agreement, on the Closing Date (as hereinafter defined) Seller shall sell, transfer, convey, assign, and deliver to Buyer, and Buyer shall purchase, all of the rights, claims and assets of Seller used, held for use, or acquired or developed for use with the Domain Name xxxxx.xxx, other than assets expressly defined in this Agreement as Excluded Assets (collectively, the “Purchased Assets”). The Purchased Assets shall include the following:

Appears in 4 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Intersearch Group Inc), Asset Purchase Agreement (Intersearch Group Inc)

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Assets to be Transferred. Subject to the terms and conditions set forth in this Agreement and in reliance upon the representations and warranties of this AgreementSeller and Purchaser herein set forth, on at the Closing Date (as hereinafter defined) Closing, Seller shall sell, transfer, convey, assign, assign and deliver to BuyerPurchaser, by appropriate deeds, bills of sale, assignments and other instruments satisfactory to Purchaser, and Buyer Purchaser shall purchasepurchase from Seller, all of Seller’s right, title and interest, as of the rightsEffective Time, claims in and assets of Seller used, held for use, or acquired or developed for use with to the Domain Name xxxxx.xxx, other than assets expressly defined in this Agreement as Excluded Assets (collectively, the “Purchased Assets”). The Purchased Assets shall include the following:.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Pro Elite Inc), Asset Purchase Agreement (Global National Communications Corp.)

Assets to be Transferred. Subject to the terms and conditions of this AgreementAgreement and except as provided in Section 3.1, on the Closing Date (as hereinafter defined) Seller shall sell, transfer, convey, assign, and deliver to Buyer, and Buyer shall purchase, all of the rights, claims and assets of Seller used, held for use, or acquired or developed for use with in the Domain Name xxxxx.xxxBusiness, other than assets expressly defined in this Agreement as Excluded Assets (collectively, the “Purchased Assets”). The Purchased Assets shall include the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Intersearch Group Inc)

Assets to be Transferred. Subject to the terms and conditions set forth in this Agreement and in reliance upon the representations and warranties of this AgreementSeller, on the Closing Date (as hereinafter defined) Shareholders and Buyer herein set forth, at the Closing, Seller shall sell, transfer, convey, assign, assign and deliver to Buyer, by appropriate deeds, bills of sale, assignments and other instruments satisfactory to Buyer and its counsel, and Buyer shall purchasepurchase from Seller, all of Seller’s right, title and interest, as of the rightsEffective Time, claims in and assets of Seller used, held for use, or acquired or developed for use with to the Domain Name xxxxx.xxx, other than assets expressly defined in this Agreement as Excluded Assets (collectively, the “Purchased Assets”). The Purchased Assets shall include the following:.

Appears in 1 contract

Samples: Asset Purchase Agreement (Collectors Universe Inc)

Assets to be Transferred. Subject to the terms and conditions set forth in this Agreement and in reliance upon the representations and warranties of this AgreementSeller and Purchaser herein set forth, on at the Closing Date (as hereinafter defined) Closing, Seller shall sell, transfer, convey, assign, assign and deliver to BuyerPurchaser, by appropriate deeds, bills of sale, assignments and other instruments satisfactory to Purchaser and its counsel, and Buyer Purchaser shall purchasepurchase from Seller, all of Seller’s right, title and interest, as of the rightsEffective Time, claims in and assets of Seller used, held for use, or acquired or developed for use with to the Domain Name xxxxx.xxx, other than assets expressly defined in this Agreement as Excluded Assets (collectively, the “Purchased Assets”). The Purchased Assets shall include the following:.

Appears in 1 contract

Samples: Asset Purchase Agreement (NeuMedia, Inc.)

Assets to be Transferred. Subject to the terms and conditions of this Agreement, on the Closing Date (as hereinafter defined) Date, Seller shall sell, transfer, convey, assign, and deliver to Buyer, Buyer and Buyer shall purchasepurchase and accept, the following assets of Seller, in each case that are used solely in the IT&E Business, together with all of the rights, claims privileges and assets of Seller used, held for use, or acquired or developed for use goodwill associated with the Domain Name xxxxx.xxxsuch assets, other than assets expressly defined in this Agreement as the Excluded Assets Assets, free and clear of all Encumbrances (collectively, collectively the “Purchased Assets”). The Purchased Assets shall include the following:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Averion International Corp.)

Assets to be Transferred. Subject to the terms and conditions of this Agreement, on the Closing Date (as hereinafter defined) Seller shall sellsells, transfertransfers, convey, assignconveys, and assigns, and shall deliver to BuyerBuyer at one or more mutually agreed addresses, in electronic (and not physical) format wherever possible, and Buyer shall purchase, purchase and accept all of the rightsright, claims title and assets interest of Seller used, held for use, or acquired or developed for use with in and to the Domain Name xxxxx.xxx, other than assets expressly defined in this Agreement following (collectively referred to herein as Excluded Assets (collectively, the “Purchased "Customer Assets”). The Purchased Assets shall include the following:"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Network Commerce Inc)

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Assets to be Transferred. Subject to the terms and conditions of this AgreementAgreement and for the consideration herein stated, on the Closing Date (as hereinafter defined) Seller Date, Sellers shall sell, transfer, convey, assign, and deliver to Buyer, and Buyer shall purchasepurchase and accept, all of Sellers’ right, title and interest in the rightsfollowing assets to the extent that such assets exist as of the Closing Date and exclusively relate to the Business or the Railway, claims free and assets clear of Seller used, held for use, or acquired or developed for use with the Domain Name xxxxx.xxxall Liens, other than assets expressly defined in this Agreement as Excluded Assets Permitted Liens and Permitted Encumbrances, (collectively, the “Purchased Assets”). The Purchased Assets shall include the following:):

Appears in 1 contract

Samples: Asset Purchase Agreement (FreightCar America, Inc.)

Assets to be Transferred. Subject to the terms and conditions of this Agreement, on the Closing Date (as hereinafter defined) the Seller shall sell, transfer, convey, assign, and deliver to Buyer, and Buyer shall purchasepurchase and acquire from the Seller, all right, title and interest in all assets, rights and properties of the rightsSeller on the Closing Date that are utilized primarily in the Business, claims including without limitation the assets, rights and assets of Seller used, held for use, or acquired or developed for use with the Domain Name xxxxx.xxxproperties described in 1.1.(a) through 1.1.(o) below, other than assets expressly defined in this Agreement as the Excluded Assets (collectively, as hereinafter defined) (collectively the "Purchased Assets"). The Purchased Assets shall include the following:.

Appears in 1 contract

Samples: Asset Purchase Agreement (Transpro Inc)

Assets to be Transferred. Subject to the terms and conditions of this AgreementAgreement and for the consideration herein stated, on the Closing Date (as hereinafter defined) Seller defined herein), Sellers shall sell, transfer, convey, assign, and deliver to Buyer, and Buyer shall purchasepurchase and accept, all of Sellers’ right, title and interest in the rightsfollowing assets, claims free and assets clear of Seller used, held for use, or acquired or developed for use with the Domain Name xxxxx.xxx, other than assets expressly defined in this Agreement as Excluded Assets all Liens (collectively, the “Purchased Assets”). The Purchased Assets shall include the following:):

Appears in 1 contract

Samples: Asset Purchase Agreement (FreightCar America, Inc.)

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