ASSETS FREE AND CLEAR Clause Samples
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ASSETS FREE AND CLEAR. Sellers own all of the Acquired Assets free and clear of all liens, security interests, encumbrances, equities, claims, agreements and obligations of any kind or nature, except as set forth on Schedule 5.12. On the Closing Date, Sellers and OII shall deliver the Acquired Assets free and clear of all liens, encumbrances, equities, claims, agreements and obligations of any kind or nature.
ASSETS FREE AND CLEAR. As of Closing, the Purchased Assets, pursuant to an order of the Bankruptcy Court, will be deemed free and clear of any lien, claim or encumbrance of any kind whatsoever.
ASSETS FREE AND CLEAR. As of (i) the Consulting Agreement Effective Date, the Assets of each License Holder shall be free and clear of any Liens, claims or Encumbrances other than those set forth on Schedule 4.16(i) of the Disclosure Schedules and any Permitted Encumbrances and (ii) the Closing Cash Payment Date, (1) the Assets of each of the Targets shall be free and clear of any Liens, claims or Encumbrances other than those set forth on Schedule 4.16(ii) of the Disclosure Schedules and any Permitted Encumbrances; and (2) each of the Targets, as applicable, shall have been released from all obligations and have no further or continuing obligations under the Gotham Loan Documents.
ASSETS FREE AND CLEAR. Notwithstanding any other provision hereof to the contrary, the Assets shall be sold and transferred to OCA free and clear of all Encumbrances, except for the Assumed Liabilities expressly agreed to be assumed by OCA pursuant to Section 2.5 (the "Permitted Encumbrances"). The sale, transfer, assignment and conveyance of the Assets shall be made by the execution and delivery by each of the Sellers at the Closing of a general bill ▇▇ sale substantially in the form of Exhibit 2.4 (the "Bill ▇▇ Sale"), and such other recordable instruments of assignment, transfer and conveyance as OCA shall request.
ASSETS FREE AND CLEAR. Shareholders hereby represent that at the time of Closing, DMI shall have the exclusive ownership of its assets free and clear of any liens or encumbrances except as set forth in an Exhibit to be prepared and attached to this contract and that no other liabilities, contingent liabilities or potential litigation exists.
ASSETS FREE AND CLEAR. As of (i) the Consulting Agreement Effective Date, the Assets of the Company shall be free and clear of any Liens, claims or Encumbrances other than those set forth on Schedule 4.16(i) of the Disclosure Schedules and any Permitted Encumbrances and (ii) the Closing Cash Payment Date, (1) the Assets of the Company shall be free and clear of any Liens, claims or Encumbrances other than those set forth on Schedule 4.16(ii) of the Disclosure Schedules and any Permitted Encumbrances; and (2) and the Company shall have been released from all obligations and have no further or continuing obligations under the Gotham Loan Documents.