Transfer Instruments. In connection with, and in furtherance of, the Transfers of Assets and the Assumptions of Liabilities contemplated by this Agreement, the Parties shall execute or cause to be executed, on or after the date hereof by the appropriate entities to the extent not executed prior to the date hereof, any Transfer Instruments necessary to evidence the valid Transfer to the applicable Party or member of such Party’s Group of all right, title and interest in and to its Assets and the valid and effective Assumption by the applicable Party of its assumed Liabilities for Transfers and Assumptions to be effected pursuant to New York Law or the Laws of one of the other states of the United States or the United States or, if not appropriate for a given Transfer or Assumption, and for Transfers or Assumptions to be effected pursuant to non-U.S. Laws, in such form as the Parties shall reasonably agree, including the Transfer of real property by mutually acceptable conveyance deeds as may be appropriate and in form and substance as may be required by the jurisdiction in which the real property is located. The Transfer of capital stock shall be effected by means of executed stock powers and notation on the stock record books of the corporation or other legal entities involved, or by such other means as may be required in any non-U.S. jurisdiction to Transfer title to stock and, only to the extent required by applicable Law, by notation on public registries.
Transfer Instruments. “Transfer Instruments” means all the instruments by which Seller will convey the Hotel to Buyer and/or Buyer’s nominees hereunder, including (without limitation) the Deed, the Xxxx of Sale, the Contract Assignment, the General Assignment and the Lease Assignment.
Transfer Instruments. A transfer instrument, dated as of the Closing Date, in the form attached hereto as Exhibit III, with respect to each Purchased Interest held by each Seller.
Transfer Instruments. If a prospective Additional Member is acquiring an Interest in connection with a Member’s transfer of Interest, the assigning Member and the Assignee shall sign, acknowledge, and deliver instruments of transfer and assignments to the Company, in the form and substance satisfactory to the Company. Operating Agreement of Efund City Metro Income Fund LLC 25 of 48
Transfer Instruments. Bills of sale, assignments and other transfer instruments sufficient to convey, transfer, and assign to Buyer, and to effectively and legally vest in Buyer, all of Seller's right, title and interest in and to the Purchased Assets;
Transfer Instruments. 21 7.5 Release.....................................................21 7.6
Transfer Instruments. All conveyance and assignment instruments, certificates, bills of sale and documents determined by OMG and Ferro to be reasonably necessary to effect the transfer of the Ferro Business under applicable law;
Transfer Instruments. Genco shall deliver to Buyer (a) the Intercompany Notes, duly endorsed in blank for transfer, (b) certificate(s) evidencing the Mid-Atlantic Stock, duly endorsed in blank for transfer or accompanied by a stock power duly executed in blank, (c) instruments of transfer in substantially the form attached hereto as Schedule 9.3A, in order to effectuate the transfer of the LLC Interests and (d) a general transfer and conveyancing instrument with respect to the Acquired Assets in substantially the form attached hereto as Schedule 9.3B duly executed by the Sellers.
Transfer Instruments. The Parties agree to endeavor commercially reasonable efforts and mutually cooperate to prepare the documents and information reasonably required to immediately formalize before third parties the transfer of the Shares from the Sellers to the Buyer, pursuant to applicable Law.
Transfer Instruments. The transferee shall execute and deliver to the Company an agreement in form and substance satisfactory to the Company by which the transferee agrees to be bound by all terms and provisions of this agreement as a Holder of the transferred rights.
