ASSIGNMENT AND BXXX OF SALE Sample Clauses

ASSIGNMENT AND BXXX OF SALE. For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, The Hxxx Companies Inc, a New York corporation and Hxxx Management, Inc. New York Corporation (“Assignor”), does hereby grant, bargain, transfer, sell, assign, convey and deliver to Halitron Inc., (“HAON”) a Nevada corporation , or its assigns (“Assignee”), free and clear of any and all liens, encumbrances, charges or claims, as such terms are defined in the Asset Purchase Agreement between the parties of even date herewith. Assignor, for itself, its successors and assigns, hereby covenants and agrees that, at any time and from time to time forthwith upon the written request of Assignee, at no additional cost to Assignor, Assignor will do, execute, acknowledge and deliver or cause to be done, executed, acknowledged and delivered, each and all of such further acts, deeds, assignments, transfers, conveyances, powers of attorney and assurances as may reasonably be required by Assignee in order to assign, transfer, set over, convey, assure and confirm unto and vest in Assignee, its successors and assigns, title to the assets sold, conveyed, transferred and delivered by this Assignment and Bxxx of Sale. This Assignment and Bxxx of Sale is being executed and delivered by Assignor pursuant to the terms of the Asset Purchase Agreement executed between the parties simultaneously herewith. Executed effective as of the 18th day of August 2017. ASSIGNOR: The Hxxx Companies, Inc. Hxxx Management, Inc. By: Rxxxxx Xxxx Its: President EXHIBIT D Assignment of Tangible and Intangible Assets
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ASSIGNMENT AND BXXX OF SALE. This Assignment and Bxxx of Sale is executed and delivered pursuant to that certain Membership Interest Purchase Agreement dated as the date hereof (the “Agreement”) by and among Agro Capital Management Corp. (the “Buyer”), Rxxxxxx Xxx (the “Seller”), and Primo Laboratories LLC (the “Company”). Capitalized terms appearing in this Assignment and Bxxx of Sale and not otherwise defined in this Assignment and Bxxx of Sale shall have the meanings assigned to such terms in the Agreement.
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ASSIGNMENT AND BXXX OF SALE. THIS ASSIGNMENT AND BXXX OF SALE (“Assignment”) effective from and after 7:00 a.m., Central Standard Time, ___________, 2013 (said date and time hereinafter referred to as the “Effective Date”), is by and between Kansas Petroleum Resources, LLC, a Kansas limited liability company, whose mailing address is 200 Xxxx 0xx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxx 00000 (“Assignor”) and Cardinal Energy Group, Inc., a Nevada corporation, whose mailing address is 6000 Xxxxx Xxxx, Suite 103, Dublin, Ohio 43017 (“Assignee”).
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ASSIGNMENT AND BXXX OF SALE. An assignment and bxxx of sale for the Purchased Assets acquired from BU (the "Assignment and Bxxx of Sale");
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ASSIGNMENT AND BXXX OF SALE. Seller hereby represents and warrants that it currently holds title to the FF&E free and clear of any liens or encumbrances. As of the Delivery Date, Seller hereby conveys, assigns, grants, transfers, quitclaims, releases, and delivers the FF&E to Buyer, and its successors and assigns. Seller conveys the FF&E to Buyer on an “as is, where is, with all faults” basis. Except as set forth herein, Seller makes no representation or warranty to Buyer of any kind or nature whatsoever, express or implied, regarding the FF&E or the fitness of the FF&E for any particular use or purpose.
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ASSIGNMENT AND BXXX OF SALE. The Seller will deliver to Purchaser the Assignment and Bxxx of Sale in form and substance reasonably satisfactory to Purchaser and its counsel.
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ASSIGNMENT AND BXXX OF SALE. Seller shall have executed and delivered to Buyer an appropriately executed assignment and bxxx of sale.
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ASSIGNMENT AND BXXX OF SALE. Reference is hereby made to (a) that certain real property located in Cxxxx County, Nevada and described in more detail on Exhibit A of that certain Purchase and Sale Agreement and Joint Escrow Instructions, dated as of ____________, 2018, by and between [________________], a [________________] (“Seller”), and [________________], a [________________] (“Purchaser”), (b) the improvements located thereon, and (c) the rights, privileges and entitlements incident thereto (collectively, the “Property”). For good and valuable consideration, receipt of which is hereby acknowledged, Seller does hereby give, grant, bargain, sell, transfer, assign, convey and deliver to Purchaser all of Seller’s right, title and interest in all assets, rights, materials and/or claims used, owned or held in connection with the use, management, development or enjoyment of the Property, including, without limitation: (i) all land use entitlements, subdivision agreements and other agreements relating to the development of the Property; (ii) all plans, specifications, maps, tentative maps, final maps and civil improvement plans, drawings and other renderings relating to the Property; (iii) all contract rights, warranties, claims and any similar rights relating to and benefiting the Property or the assets transferred hereby including, but not limited to, those contained in any construction and consultant agreements pertaining to the Property; (iv) all intangible rights, goodwill and rights benefiting the Property; (v) all development rights benefiting the Property; (vi) all rights, claims or awards benefiting the Property; (vii) all improvements located on or about the Property; and (viii) all will serve letters and commitments pertaining to the Property from applicable utility purveyors, including, but not limited to, sewer and water. Seller hereby covenants that it will, at any time and from time to time upon written request therefore, execute and deliver to Purchaser, its nominees, successors and/or assigns, any new or confirmatory instruments and do and perform any other acts which Purchaser, its nominees, successors and/or assigns, may request in order to fully transfer possession and control of, and protect the rights of Purchaser, its nominees, successors and/or assigns in, all the assets of Seller intended to be transferred and assigned hereby. (Signature appears on following page.)
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ASSIGNMENT AND BXXX OF SALE. This Assignment and Bxxx of Sale (this “Assignment”), dated effective as of October __, 2012, at 7:00 a.m., local time (the “Effective Date”), is from ADINO EXPLORATION, LLC (“Assignor”) to BROADWAY RESOURCES, LLC (“Assignee”). For $10.00 and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by Assignor, Assignor hereby transfer, grant, bargain, sell, convey and assign to Assignee all the following (all of which are herein called the “Assets”):
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Related to ASSIGNMENT AND BXXX OF SALE

  • ASSIGNMENT AND XXXX OF SALE This ASSIGNMENT AND XXXX OF SALE is made, delivered and effective as of March 9, 2021, by Xxxx Wealth, Inc., a Delaware corporation (the “Transferor”), in favor of Series Gallery Drop 084, a Series of Xxxx Gallery LLC, a Delaware series limited liability company (the “Transferee”).

  • Assignment and Conveyance 1. The Assignor hereby conveys, sells, grants, transfers and assigns to the Assignee all of the right, title and interest of the Assignor, as purchaser, in, to and under (a) those certain Mortgage Loans listed on the schedule (the "Mortgage Loan Schedule") attached hereto as Exhibit A (the "Mortgage Loans") and (b) except as described below, that certain Mortgage Loan Purchase Agreement (the "Purchase Agreement"), dated as of [DATE], between the Assignor, as purchaser (the "Purchaser"), and the Company, as seller, solely insofar as the Purchase Agreement relates to the Mortgage Loans. The Assignor specifically reserves and does not assign to the Assignee hereunder (i) any and all right, title and interest in, to and under and any obligations of the Assignor with respect to any mortgage loans subject to the Purchase Agreement which are not the Mortgage Loans set forth on the Mortgage Loan Schedule and are not the subject of this Agreement or (ii) the rights of the Purchaser under Section 9.04 of the Purchase Agreement. Recognition of the Company

  • Deed; Xxxx of Sale; Assignment To the extent required and permitted by applicable law, this Agreement shall also constitute a “deed,” “xxxx of sale” or “assignment” of the assets and interests referenced herein.

  • Assignment and Sale 1.1.1. Seller shall offer to sell to Purchaser as absolute owner such of Seller's Accounts as are listed from time to time on a Schedule of Accounts.

  • ASSIGNMENT AND SUB-CONTRACTING 10.01 Except as provided in Section 10.03 below, neither this Agreement nor any rights or obligations hereunder may be assigned by either party without the written consent of the other party.

  • The Assignment On or prior to the Purchase Date, World Omni will execute and deliver the RPA Assignment.

  • Assignment and Transfer The Member may assign or transfer in whole but not in part its limited liability company interest to a single acquiror.

  • Assignment and Subleasing During the Lease Term, the Lessee may assign, sublease or transfer to any Person, at any time, in whole or in part, its right, title or interest in, to or under this Lease or any portion of the Leased Property without the prior written consent of the Lessor so long as (v) any such assignment, sublease or transfer would not subject the Lessor to a violation of laws or regulations applicable to the Lessor including those promulgated by OFAC, (w) no Event of Default shall have occurred and be continuing or, after giving effect to such assignment, sublease or transfer, would exist, (x) any such sublease is expressly subject and subordinate to this Lease, (y) Lessee remains liable for all obligations under this Lease after giving effect to any such assignment, sublease or transfer, and (z) Lessor retains all of its interests in and benefits of the Cash Collateral and receives prior certification thereof from the Lessee and such other evidence thereof as the Lessor may reasonably request. Unless and until Lessee has exercised the Early Termination Option or the Purchase Option, no sublease may have a term that extends beyond the Base Term Expiration Date. In all cases, Lessee will promptly provide Lessor copies of each such assignment, sublease or transfer. No sublease will discharge or diminish any of the Lessee’s obligations hereunder and the Lessee shall remain directly and primarily liable under the Lease with respect to the Leased Property and the Operative Documents to which it is a party. Each sublease permitted hereby shall be made and shall expressly provide in writing that it is subject and subordinate to this Lease and the rights of the Lessor hereunder, shall expressly provide for the surrender of the Leased Property by the sublessee at the election of the Lessor after an Event of Default, shall provide that such provisions may be directly enforced by the Lessor and shall provide that such sublessee expressly agrees to comply with the use restrictions set forth in Article X hereof. Notwithstanding the first paragraph of this Article XII, Lessee may not assign or transfer its rights and obligations under this Lease and the other Operative Documents unless (a) on the effective date of any such assignment and transfer, no Event of Default exists, (b) the parties enter into an assignment agreement in form and substance reasonably satisfactory to the Lessor, (c) all filings of or in respect of any such assignment and transfer necessary to protect the rights of the Lessor in the Leased Property and the other Operative Documents are made in a timely fashion, (d) without limiting any provisions of this Article XII, any such assignment and transfer shall include an appropriate provision for the operation, maintenance and insurance of the Leased Property in accordance with the terms hereof, (e) the Lessor shall have received opinions of counsel with respect thereto and such other matters as the Lessor may reasonably request, (f) such assignment and transfer will not result in a Material Adverse Effect, (g) such assignment and transfer will not result in the imposition of any unindemnified Taxes, (h) the Lessor shall have received such other documents and instruments and the Lessee shall take such further acts as the Lessor may reasonably request to evidence and facilitate such assignment and transfer, provided that no such document or instrument shall increase Lessee’s obligations or diminish Lessee’s rights under the Operative Documents or otherwise, and (i) such assignment and transfer will not, with respect to the Lessor, violate the use restrictions set forth in Article X hereof or Applicable Laws and provided, further that, Lessee shall provide to the Lessor not less than thirty (30) days’ prior written notice of such assignment or transfer, such notice to identify the assignee or transferee. No such assignment and transfer will diminish or discharge any of the Lessee’s obligations under this Lease or the other Operative Documents.

  • Assignment and Transfers Except as the Committee may otherwise permit pursuant to the Plan, the rights and interests of the Participant under this Agreement may not be sold, assigned, encumbered or otherwise transferred except, in the event of the death of the Participant, by will or by the laws of descent and distribution. In the event of any attempt by the Participant to alienate, assign, pledge, hypothecate, or otherwise dispose of the Stock Units or any right hereunder, except as provided for in this Agreement, or in the event of the levy or any attachment, execution or similar process upon the rights or interests hereby conferred, the Company may terminate the Stock Units by notice to the Participant, and the Stock Units and all rights hereunder shall thereupon become null and void. The rights and protections of the Company hereunder shall extend to any successors or assigns of the Company and to the Company’s parents, subsidiaries, and affiliates. This Agreement may be assigned by the Company without the Participant’s consent.

  • Bxxx of Sale The Bxxx of Sale covering the Personal Property, in the form attached hereto as Exhibit D.

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