Purchase and Sale of Transferred Assets Sample Clauses

Purchase and Sale of Transferred Assets. On the terms and subject to the conditions hereof, at the Closing, Seller will sell, transfer, convey, assign and deliver, and Purchaser will purchase and accept, all of Seller's right, title and interest in and to the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"), free and clear of all Liens, except Permitted Liens:
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Purchase and Sale of Transferred Assets. 2.1 Transferred Assets......................................................6 2.2
Purchase and Sale of Transferred Assets. Upon the terms and subject to the conditions hereinafter set forth, at the Closing described in Article 2, Seller agrees to sell, convey, transfer, assign and deliver all of the Transferred Assets to Buyer, and Buyer agrees to purchase and receive the Transferred Assets from Seller. Except as specifically set forth in Section 1.2 hereof, Seller shall transfer the Transferred Assets to Buyer on the Closing Date free and clear of all Encumbrances, and Buyer shall not, by virtue of its purchase of the Transferred Assets, assume or become responsible for any debts, liabilities or obligations of Seller.
Purchase and Sale of Transferred Assets. On the terms and subject to the conditions set forth herein, at the Closing as described in Article V hereto, Seller shall, and Parent shall cause Seller to, sell, transfer, convey, assign and deliver to Purchaser (or one or more direct or indirect subsidiaries of Purchaser as Purchaser may designate), and Purchaser (or one or more designees of Purchaser) shall purchase and acquire from Seller, good and valid title to, and all rights and interests in, all of the rights, properties and assets used in or held for use in, necessary for or otherwise relating to the Business, other than the Excluded Assets (collectively, the “Transferred Assets”), free and clear of all Liens (other than Permitted Liens), including, without limitation, good and valid title to, and all rights and interests in, the following:
Purchase and Sale of Transferred Assets. Upon the terms and subject to the conditions hereinafter set forth, at the Closing described in Article 3, Seller agrees to sell, convey, transfer and assign to Buyer the “Transferred Assets,” and Buyer agrees to purchase and receive such Transferred Assets from Seller and pay Seller the Purchase Price (as defined in Section 1.3 below). Seller shall retain the Excluded Assets, including but not limited to all other lines of business and the service to customers of such lines of business.
Purchase and Sale of Transferred Assets. Subject to the provisions of this Agreement, Barrick covenants and agrees to sell or cause to be sold, and Goldcorp covenants and agrees to purchase, all of the Transferred Assets.
Purchase and Sale of Transferred Assets. Subject to the terms and conditions of this Agreement, at the Closing, Sellers shall sell, transfer, convey, assign and deliver, and, as applicable, shall cause their Affiliates to sell, transfer, convey, assign and deliver, to Purchaser, and Purchaser shall purchase, acquire and accept from Sellers or its Affiliates, as applicable, all of Sellers’ and each of their Affiliate’s, as applicable, right, title and interest in and to the business, properties, assets, rights of whatever kind, whether tangible or intangible, real, personal or mixed, which are used, held for use or associated with Sellers’ operation of the Business, including all of the following assets (the “Transferred Assets”), in each case free and clear of all Liens, other than Permitted Liens:
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Purchase and Sale of Transferred Assets. Subject to the terms and conditions of this Agreement, Seller shall sell, convey and assign to Purchaser, and Purchaser shall purchase, all right, title and interest of Seller in and to the assets described in the following clauses (a) through (e) (all of which are hereinafter collectively referred to as the “Transferred Assets”):
Purchase and Sale of Transferred Assets. On the terms and subject to the conditions set forth herein, at the Closing, as described in Article V hereto, Seller shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser shall purchase and acquire from Seller, good and valid title to, and all rights and interests of Seller in and to, all of the rights, properties and assets used or held for use in, necessary for or relating to the Business, other than the Excluded Assets (collectively, the “Transferred Assets”), free and clear of all Liens, except Permitted Liens, including, good and valid title to, and all rights and interests in and to, the following:
Purchase and Sale of Transferred Assets. (a) Subject to the satisfaction or waiver of the conditions set forth in this Agreement, at the Closing and as of the Closing Date, the Company shall sell, transfer, convey, assign and deliver to the Buyer, and/or the applicable Designated Purchaser, and the Buyer shall or shall cause the applicable Designated Purchaser to purchase and acquire, all of the Company’s and any of its Subsidiaries’ right, title and interest in, to and under all of the properties, assets, rights and claims used or held for use principally in the conduct or operation of the Business as the same may exist on the Closing Date, whether tangible or intangible (it being understood that to the extent any of such properties, assets, rights and claims are owned or held by the Transferred Subsidiaries and are not Excluded Assets, such properties, assets, rights and claims shall not be transferred pursuant to this Section 2.2(a), but rather by operation of law pursuant to the sale of the Transferred Shares in accordance with Section 2.1), including all right, title and interest of the Company and its Subsidiaries in, to and under:
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