Bill of Sale and Assignment and Assumption Agreement Sample Clauses

Bill of Sale and Assignment and Assumption Agreement. The Bill of Sale and Assignment and Assumption Agreement, in substantially the form of Attachment 20 to this Agreement, by which, upon the Closing, the City will sell and assign to CSU, and CSU will purchase and assume, the Tangible Personal Property, the Intangible Personal Property, the Leases, and the Licenses and Permits, and at CSU’s election in accordance with Section 4.2, the Service Contracts, together with any and all amendments, modifications, supplements, and/or extensions to the Bill of Sale and Assignment and Assumption Agreement.
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Bill of Sale and Assignment and Assumption Agreement. The Purxxxxer shall have received the Bill of Sale and Assignment and Assumption Agreement, duly executex xx the Company.
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Bill of Sale and Assignment and Assumption Agreement. NOVA shall have xxxcuted and delivered to the Bank the Bill of Sale and Assignment and Assumption Agreement.
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Bill of Sale and Assignment and Assumption Agreement. THE STATE OF TEXAS ) ) KNOWN BY ALL MEN BY THESE PRESENTS: COUNTY OF DALLAS ) THIS BILL OF SALE AND ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agrxxxxnt") is effective as of August 29, 2005 (the "Closing Date"), by and between On Call Medical Waste Service, Ltd., a Texas limited partnership ("Assignor"), and MedSolutions, Inc., a Texas corporation ("Assignee"). Assignee is a party to that certain Asset Purchase Agreement dated as of August 29, 2005 by and between Assignee and Assignor (the "Purchase Agreement"). The Purchase Agreement contemplates the making and delivery of this Agreement. Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings given to such terms in the Purchase Agreement.
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Bill of Sale and Assignment and Assumption Agreement. Seller shall deliver a bill of sale for all of the Acquired Assets that are tangible personal property and an assignment and assumption agreement for the assumed liabilities in the form set forth in Exhibit B (the “Bill of Sale and Assignment and Assumption Agreement”), duly executed by Seller;
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Bill of Sale and Assignment and Assumption Agreement. Buyer shall deliver the Bill of Sale and Assignment and Assumption Agreement, duly executed by Bxxxx;
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Bill of Sale and Assignment and Assumption Agreement. The Company shxxx have received the Bill of Sale and Assignment and Assumption Agreement in the form attxxxxd hereto as EXHIBIT A, duly executed by the Purchaser.
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Bill of Sale and Assignment and Assumption Agreement. THE STATE OF TEXAS ) ) KNOWN BY ALL MEN BY THESE PRESENTS: COUNTY OF DALLAS ) THIS BILL OF SALE AND ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agrxxxxnt") is effective as of November 30, 2005 (the "Closing Date"), by and between Positive Impact Waste Solutions, LLC, a Delaware limited liability company ("Assignor"), and MedSolutions, Inc., a Texas corporation ("Assignee"). Assignee is a party to that certain Asset Purchase Agreement dated as of November 30, 2005 by and between Assignee and Assignor (the "Purchase Agreement"). The Purchase Agreement contemplates the making and delivery of this Agreement. Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings given to such terms in the Purchase Agreement.
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Bill of Sale and Assignment and Assumption Agreement. The Company shxxx have receive the Bill of Sale and Assignment and Assumption Agreement in the form atxxxxed hereto as EXHIBIT C, duly executed by Purchaser.
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Related to Bill of Sale and Assignment and Assumption Agreement

  • Assignment and Assumption Agreement The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption Agreement, together with a processing and recordation fee of $3,500, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an administrative questionnaire provided by the Administrative Agent.

  • Assignment and Assumption Agreements Purchaser shall have executed and tendered to Seller the Assignment and Assumption Agreements.

  • Assignment and Assumption of Contracts Two (2) counterpart originals of the Assignment and Assumption of Contracts, duly executed by Seller.

  • FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption (the “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [the] [each]13 Assignor identified on the Schedules hereto as “Assignor” [or “Assignors” (collectively, the “Assignors” and each] an “Assignor”) and [the] [each]14 Assignee identified on the Schedules hereto as “Assignee” or “Assignees” (collectively, the “Assignees” and each an “Assignee”). [It is understood and agreed that the rights and obligations of [the Assignors] [the Assignees]15 hereunder are several and not joint.]16 Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by [the] [each] Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, [the] [each] Assignor hereby irrevocably sells and assigns to [the Assignee] [the respective Assignees], and [the] [each] Assignee hereby irrevocably purchases and assumes from [the Assignor] [the respective Assignors], subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below (a) all of [the Assignor’s] [the respective Assignors’] rights and obligations in [its capacity as a Lender] [their respective capacities as Lenders] under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of [the Assignor] [the respective Assignors] under the respective facilities identified below (including without limitation any letters of credit, guarantees, and swingline loans included in such facilities) and (b) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of [the Assignor (in its capacity as a Lender)] [the respective Assignors (in their respective capacities as Lenders)] against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including, but not limited to, contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (a) above (the rights and obligations sold and assigned by [the] [any] Assignor to [the] [any] Assignee pursuant to clauses (a) and (b) above being referred to herein collectively as, the “Assigned Interest”). Each such sale and assignment is without recourse to [the] [any] Assignor and, except as expressly provided in this Assignment and Assumption, without representation or warranty by [the] [any] Assignor.

  • Sale and Assignment On the terms and conditions set forth herein, effective on and as of the Assignment Date, the Assignor hereby sells, assigns and transfers to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, all of the right, title and interest of the Assignor in and to, and all of the obligations of the Assignor in respect of, the Assigned Interest. Such sale, assignment and transfer is without recourse and, except as expressly provided in this Agreement, without representation or warranty.

  • Assignment and Assumption of Leases Two (2) counterparts of the Assignment and Assumption of Leases, executed, acknowledged and sealed by Purchaser;

  • Assignment and Assumption of Lease The Assignment and Assumption ---------------------------------- of Lease;

  • TO ASSIGNMENT AND ASSUMPTION STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ASSUMPTION

  • Assignment and Assumption Consent Effective as of the First Amendment Effective Date, for agreed consideration, XXX hereby irrevocably sells and assigns to MBL, and MBL hereby irrevocably purchases and assumes all rights and obligations in its capacity as Lender under the LC Reimbursement Agreement and other Credit Documents, including, without limitation, all of MBL’s rights and obligations with respect to the Collateral and Intercreditor Agreement and the Security Documents (as defined in the Collateral and Intercreditor Agreement, and such Security Documents together with the Collateral and Intercreditor Agreement are referred to herein as the “Security Documents”) (the “Lender Assignment”). Effective as of the First Amendment Effective Date and in accordance with Section 7.9 of the LC Reimbursement Agreement, the Account Party hereby consents to the Lender Assignment. SECTION 2.

  • Xxxx of Sale and Assignment Xxxx of Sale and Assignment for the Property (the “Xxxx of Sale”) executed by Seller and Purchaser assigning to Purchaser the Tangible Personal Property, in the form attached to this Agreement as Exhibit D.

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