Common use of Completion of Transfers Clause in Contracts

Completion of Transfers. (a) The entire beneficial interest in and to, and the risk of loss with respect to, the Purchased Assets, shall, regardless of when legal title thereto shall be transferred to the Buyer, pass to the Buyer at Closing as of the Effective Time. All operations of the Business shall be for the account of Seller up to and including the Effective Time and shall be for the account of the Buyer thereafter. In the event legal title to any of the Purchased Assets or the Assumed Liabilities is not transferred at Closing, Seller shall hold such Purchased Assets or Assumed Liabilities as nominee for the Buyer until completion of such transfers.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Travelzoo Inc), Asset Purchase Agreement (Travelzoo Inc)

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Completion of Transfers. (a) The entire beneficial interest in and to, and the risk of loss with respect to, the Purchased Assets, Assets and the Assumed Liabilities shall, regardless of when legal title thereto shall be transferred to the Buyer, pass to the Buyer at Closing as of the Effective Time. All operations of the Business shall be for the account of Seller Sellers up to and including the Effective Time and shall be for the account of the Buyer Buyers thereafter. In the event legal title to any of the Purchased Assets or the Assumed Liabilities is not transferred at Closing, Seller shall hold such Purchased Assets or Assumed Liabilities as nominee for the Buyer Buyers until completion of such transfers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Curative Health Services Inc)

Completion of Transfers. (a) The entire beneficial interest in and to, and the risk of loss with respect to, the Purchased AssetsAssets and the Assumed Liabilities, shall, regardless of when legal title thereto shall be transferred to the Buyer, pass to the Buyer at Closing as of the Effective Time. All operations of the Business shall be for the account of Seller up to and including the Effective Time and shall be for the account of the Buyer thereafter. In the event legal title to any of the Purchased Assets or the Assumed Liabilities is not transferred at Closing, Seller shall hold such Purchased Assets or Assumed Liabilities as nominee for the Buyer until completion of such transfers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Huttig Building Products Inc)

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Completion of Transfers. (a) The entire beneficial interest in and to, and the risk of loss with respect to, the Purchased AssetsAssets and the Assumed Liabilities, shall, regardless of when legal title thereto or responsibility therefor shall be transferred to or assumed by the Buyer, pass to the Buyer at the Closing as of the Effective Time. All operations of the Business shall be for the account of Seller up to and including the Effective Time and shall be for the account of the Buyer thereafter. In the event that legal title in or to any of the Purchased Assets or legal responsibility for any of the Assumed Liabilities is not transferred or assumed at the Closing, Seller Dictaphone and its Affiliates shall hold such Purchased Assets or Assumed Liabilities as nominee for the Buyer and its Affiliates until completion of such transferstransfer or assumption.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Nice Systems LTD)

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