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Common use of Absolute Sale Clause in Contracts

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 hereof and the title exceptions listed in Schedule 3.08 hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Jupitermedia Corp)

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 hereof 2.4 hereof, and subject to the title exceptions listed terms of any license granted to or by the Seller as set forth in Schedule 3.08 hereto4.8.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Serviceware Technologies Inc/ Pa)

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 hereof and the title exceptions listed in Schedule 3.08 hereto1.02 hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (Young Innovations Inc)

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 hereof and the title exceptions listed in Schedule SCHEDULE 3.08 hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mer Telemanagement Solutions LTD)

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 Sections 1.03, 9.01 and 9.02 hereof and the title exceptions listed in Schedule 3.08 hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Trinity Biotech PLC)

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 hereof and the title exceptions listed any matters described in Schedule 3.08 hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Playtex Products Inc)

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer and MTS shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 hereof and the title exceptions listed in Schedule SCHEDULE 3.08 hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mer Telemanagement Solutions LTD)

Absolute Sale. The Seller agrees that the sale, conveyance, transfer and delivery of the Purchased Assets to the Buyer shall be free and clear of all title defects, liabilities, obligations, liens, encumbrances, charges and claims of any kind, except any liabilities and obligations expressly assumed by the Buyer pursuant to Section 1.03 hereof and for the title exceptions listed in Schedule 3.08 hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Trinity Biotech PLC)