Common use of Assets to be Transferred Clause in Contracts

Assets to be Transferred. Except as otherwise provided in Section 1.2 below and subject to the terms and conditions of this Agreement, at the Closing (as hereinafter defined) the Seller shall sell, assign, transfer, convey and deliver to the Buyer, and the Buyer shall purchase, acquire and accept from the Seller, all of the Seller's right, title and interest in and to the following assets, with such changes, deletions or additions thereto as may occur from the date hereof to the Closing in the ordinary course of business and consistent with the terms and conditions of this Agreement (collectively, the "Assets"):

Appears in 2 contracts

Samples: Agreement for Purchase and Sale (Nabi /De/), Agreement for Purchase and Sale (Nabi Biopharmaceuticals)

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Assets to be Transferred. Except as otherwise provided in Section 1.2 below Seller shall sell, convey, transfer and assign to Buyer and, subject to the terms and conditions of this AgreementAgreement and in reliance upon the covenants, representations and warranties of Seller and Stockholder contained herein, Buyer shall purchase and acquire from Seller, at the Closing (as hereinafter defined) described in Section 1.4, the Seller shall sell, assign, transfer, convey and deliver to the Buyer, and the Buyer shall purchase, acquire and accept from the following assets of Seller, all of the Seller's right, title and interest in and to the following assets, with such changes, deletions or additions thereto as may occur from the date hereof to they shall exist on the Closing in the ordinary course of business and consistent with the terms and conditions of this Agreement (collectively, the "Assets"):Date:

Appears in 1 contract

Samples: Agreement for Purchase and Sale (U S Liquids Inc)

Assets to be Transferred. Except as otherwise provided in Section 1.2 below At the Closing, and on the terms and subject to the terms and conditions of set forth in this Agreement, at the Closing (as hereinafter defined) the Seller shall sell, assign, transfer, deliver and convey and deliver (collectively, "Transfer"), or cause to the be Transferred, to Buyer, and the Buyer shall purchase, acquire and accept purchase from the Seller, all the following assets and properties (together with any additions thereto which are related to the operation of the Seller's right, title and interest in and to the following assets, with such changes, deletions Business or additions thereto as may occur from replacements thereof between the date hereof to and the Closing in the ordinary course of business and consistent with the terms and conditions of this Agreement (collectively, the "Assets"Closing):

Appears in 1 contract

Samples: Asset Purchase Agreement (Brite Voice Systems Inc)

Assets to be Transferred. Except as otherwise provided in Section 1.2 below and subject Subject to the terms and conditions of this Agreement, at on the Closing Date (as hereinafter defined) the Seller shall does hereby sell, transfer, convey, assign, transfer, convey and deliver to the Buyer, and the Buyer shall purchase, acquire purchase and accept from the Seller, all of the Seller's right, title and interest in and following (collectively referred to the following assets, with such changes, deletions or additions thereto herein as may occur from the date hereof to the Closing in the ordinary course of business and consistent with the terms and conditions of this Agreement (collectively, the "Customer Assets"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Digital River Inc /De)

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Assets to be Transferred. Except as otherwise provided in Section 1.2 below and subject Subject to the terms and conditions of set forth in this Agreement, Seller will sell, assign and transfer to Buyer, and Buyer will purchase and acquire from Seller, at the Closing (as hereinafter defined) the Seller shall sell, assign, transfer, convey and deliver to the Buyer, and the Buyer shall purchase, acquire and accept from the Sellerdefined in Section 2.1), all of the Seller's right, title and interest in and to certain assets of the following assetsBusiness as the same exist on the Closing Date, with such changesincluding all inventory, deletions or additions thereto as may occur from the date hereof accounts receivable, customer contracts, and records and documents related to the Closing in operation of the ordinary course of business and consistent with Business, as well as the terms and conditions of personal property set forth on SCHEDULE 1.1 attached to this Agreement and hereby made a part hereof (collectively, the "Assets"):).

Appears in 1 contract

Samples: Asset Purchase Agreement (International Building Concepts LTD)

Assets to be Transferred. Except as otherwise provided in Section 1.2 below and subject Subject to the terms and conditions of this Agreement, at the Closing (as hereinafter defined) the Closing, Seller shall sell, assign, transfer, convey and deliver to the Buyer, and the Buyer shall purchase, acquire and accept from the Seller, all of the Seller's ’s right, title and interest in and to or used by Seller in connection with the following assetsBusiness, except for the Excluded Assets listed on Schedule 2.1 attached hereto (the “Excluded Assets”), with such changes, deletions or additions thereto as may occur from the date hereof to the Closing in the ordinary course of business and consistent with the terms and conditions of this Agreement (collectively, the "“Acquired Assets"):”), including, but not limited to the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (US Highland, Inc.)

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