Conveyance of Acquired Assets. On the Closing Date, subject to the terms and conditions set forth in this Agreement, Seller shall sell, transfer, assign, convey and deliver to Buyer, and Buyer shall purchase and acquire from Seller, free and clear of any Encumbrances of any kind, all of Seller’s right, title and interest in and to the Acquired Assets. Seller shall execute and deliver such documents of conveyance and take any other action as may be necessary to transfer the Acquired Assets to Buyer as set forth in the preceding sentence.
Conveyance of Acquired Assets. The sale, transfer, conveyance, assignment and delivery of the Acquired Assets provided for in this Article I shall be made by such instruments of conveyance and transfer as shall be necessary to convey to and vest in Purchaser, as of and after the Closing Date, all of Seller's right, title, and interest in and to the Acquired Assets.
Conveyance of Acquired Assets. The sale, conveyance, transfer, assignment and delivery to TFS of the Acquired Assets, as herein provided, shall be effected by such bills of sale, endorsements, assignments and other instruments of transfer and conveyance as may be necessary to vest in TFS the right, title and interest of Selling Parties in and to the Acquired Assets, free and clear of all liens, claims, charges and encumbrances, except as otherwise provided in this Agreement. Such documents shall include, without limitation, a Xxxx of Sale, substantially in the form of Exhibit A attached hereto and any documents required by the U.S. Patent and Trademark Office or other government entities to reflect the transfer of registered trademarks. Selling Parties shall, at each Closing and at any time or from time to time after such Closing, upon request, perform or cause to be performed such acts and execute, acknowledge and deliver or cause to be executed, acknowledged and delivered such documents, as may be reasonably required or requested to effectuate the sale, conveyance, transfer, assignment and delivery to TFS of any of the Acquired Assets.
Conveyance of Acquired Assets. (a) At the Closing, the Buyer Sub shall and hereby does purchase from the Seller Parties, and the Seller Parties shall and hereby do sell, transfer, convey and deliver to the Buyer Sub, (i) all of the Seller’s assets, properties, rights and interests, wherever located, as of the Closing Date, and (ii) all other properties, rights and interests of the Seller Parties necessary to operate the Business in the manner currently conducted by the Seller and as conducted by the Seller in the year preceding the date hereof (the “Acquired Assets”), other than the Excluded Assets, including the following:
Conveyance of Acquired Assets. The Seller hereby forever and -------------------------------------- irrevocably grants, assigns, transfers, conveys, delivers and sets over unto Purchaser and its successors and assigns, all right, title and interest of the Seller in and to the assets, rights, and properties described in the following clauses (a) through (f), inclusive, ("Assets") such right, title and interest to be held and enjoyed by the Purchaser for the Purchaser's own use and behoof and for the use and behoof of the Purchaser's successors and assigns as fully, completely and entirely as such right, title and interest would have been held and enjoyed by the Seller if the assignment in this Xxxx of Sale had not occurred:
Conveyance of Acquired Assets. The sale, conveyance, transfer, assignment and delivery to ISSUER of the Assets, as herein provide, shall be effected by the execution of this Agreement, and if requested, by such bills of sale, endorsements, assignments and other instruments of transfer and conveyance as may be necessary to vest in ISSUER the right, title and interest in and to the assets, free and clear of all liens, claims, charges and encumbrances, except as otherwise provided in this Agreement. Such documents may include, without limitation, a Xxxx of Sale and an Assignment of rights. RISKEBIZ shall, at Closing or at any time or from time to time after the Closing, upon request, perform or cause to be performed such acts, and execute, acknowledge and deliver or cause to be executed, acknowledged and delivered such documents as may be reasonably required or requested to effectuate the sale, conveyance, transfer, assignment and delivery to ISSUER of any of the Assets or for the performance by RISKEBIZ of any of its obligations hereunder.
Conveyance of Acquired Assets. The sale, conveyance, transfer, assignment and delivery to Company of the Acquired Assets, as herein provided, shall be effected by such bills of sale, endorsements, assignments and other instruments of transfer and conveyance as may be necessary to vest in Company the right, title and interest of Microsoft in and to the Acquired Assets, free and clear of all liens, claims, charges and encumbrances, except as otherwise provided in this Agreement. Such documents shall include, without limitation, an Assignment and Xxxx of Sale in the form hereto as Exhibit F. Microsoft shall, at the Closing or at any time or from time to time after the Closing, upon request, perform or cause to be performed such acts, and execute, acknowledge and deliver or cause to be executed, acknowledged and delivered, such documents as may be reasonably required or requested to effectuate the sale, conveyance, transfer, assignment and delivery to Company of any of the Acquired Assets or for the performance by Microsoft of any of its obligations hereunder.
Conveyance of Acquired Assets. Microsoft shall have executed and delivered the Assignment and Xxxx of Sale conveying to Company the Acquired Assets.
Conveyance of Acquired Assets. The sale, conveyance, transfer, assignment and delivery to VIPR of the Assets, as herein provided, shall be effected by the execution of this Agreement, and if requested, by such bills of sale, endorsements, assignments and other instruments of transfer and conveyance as may be necessary to vest in VIPR the right, title and interest in and to the Assets, free and clear of all liens, claims, charges and encumbrances, except as otherwise provided in this Agreement. Such documents may include, without limitation, a Xxxx of Sale and an Assignment of Rights. KINTI shall, at Closing or at any time or from time to time after the Closing, upon request, perform or cause to be performed such acts, and execute, acknowledge and deliver or cause to be executed, acknowledged and delivered such documents as may be reasonably required or requested to effectuate the sale, conveyance, transfer, assignment and delivery to VIPR of any of the Assets or for the performance by KINTI of any of its obligations hereunder. Any future business with respect to the “Mining” business will only be conducted, following closing, with VIPR.
Conveyance of Acquired Assets. The sale, conveyance, transfer, assignment and delivery to TRIMAX of the Assets, as herein provided, shall be effected by the execution of this Agreement, and if requested, by such bills of sale, endorsements, assignments and other instruments of transfer and conveyance as may be necessary to vest in TRIMAX the right, title and interest in and to the assets, free and clear of all liens, claims, charges and encumbrances, except as otherwise provided in this Agreement. Such documents may include, without limitation, a Xxxx of Sale and an Assignment of Rights. CYBERSONICS B shall, at Closing or at any time or from time to time after the Closing, upon request, perform or cause to be performed such acts, and execute, acknowledge and deliver or cause to be executed, acknowledged and delivered such documents as may be reasonably required or requested to effectuate the sale, conveyance, transfer, assignment and delivery to TRIMAX of any of the Assets or for the performance by CYBERSONICS B of any of its obligations hereunder. Any future business with respect to the “Broadcast” business will only be conducted, following closing, with Trimax’s new subsidiary to be entitled Cybersonics Multi Media Corp.
