Delivery of Tangible Purchased Assets Sample Clauses

Delivery of Tangible Purchased Assets. As soon as practicable (and in any case within [**](5) after the Closing Date), MUTUAL shall have delivered all tangible assets included in the Purchased Assets (other than Inventory, for which title shall pass to TRIBUTE on the Closing Date but the physical Inventory shall remain at the warehouse facilities of MUTUAL and shall be governed by the terms of the Transition Services Agreement) at MUTUAL’s risk and expense. All such tangible assets shall be shipped DAP TRIBUTE’s facility located at c/o Tribute, 0000 Xxxxx Xxxxx Xxxxxx, Charlotte, North Carolina 28273 (Incoterms 2010). From and after the delivery of such tangible assets included in the Purchased Assets by MUTUAL or its shipper to TRIBUTE’s facilities, TRIBUTE shall bear all risk of loss for such items and shall be solely responsible for all such tangible assets included in the Purchased Assets against any such loss.
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Delivery of Tangible Purchased Assets. (a) Subject to Section 2.6(b), which governs the delivery of the Drug Authorization, as soon as practicable (and in any case within ten (10) Business Days) after the Closing Date, the Parties acknowledge and agree that (i) in furtherance of the Transition Services Agreement, the Inventory shall be deemed to have been delivered by Seller to Buyer as of the Closing “where is” and (ii) Seller shall make all other tangible assets included in the Purchased Assets available for pickup by Buyer or Buyer’s designated shipper, and Buyer shall complete the removal of such tangible Purchased Assets not later than ten (10) Business Days after such Purchased Assets are so made available. If Buyer does not designate a shipper, Seller may contract for carriage on commercially reasonable terms at Buyer’s risk and expense. From and after the time that the Inventory is delivered in place or such other Purchased Assets are available and ready for pickup by Buyer or its agent, as applicable, Buyer shall bear all risk of loss for such items and shall be solely and exclusively responsible for procuring adequate insurance to protect the Inventory and other tangible assets included in the Purchased Assets against any such loss.
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Delivery of Tangible Purchased Assets. Buyer shall take possession of the Purchased Assets AS-IS, WHERE-IS.
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Delivery of Tangible Purchased Assets. As soon as practicable (and in any case within 10 Business Days) after the Closing, Seller shall ship any tangible assets included in the Assets to Buyer at Buyer’s risk and expense. Software and other assets capable of being delivered by electronic means will be delivered by electronic transmission in a manner agreed by the Parties.
Sample 1
Delivery of Tangible Purchased Assets. All tangible Purchased Assets will be delivered promptly after the Closing Date (and in any case within one-hundred eighty (180) days after the Closing Date), or except as otherwise provided pursuant to Section 2.1(g), to Purchaser or its Affiliated designee at the Sellers’ principal place of business or, to the extent that any tangible Purchased Assets are located on the Closing Date (or at the time of request pursuant to Section 2.1(g)) at the premises of a third party, to the Purchaser or its Affiliated designee at such other location where the tangible Purchased Assets are located as of the Closing Date (or at the time of request pursuant to Section 2.1(g).
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Delivery of Tangible Purchased Assets. To the extent not delivered to Merck at the Closing, KalVista shall deliver, or cause to be delivered, all tangible Purchased Assets to Merck promptly following the Closing at such times and locations as agreed by Merck and KalVista.
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Delivery of Tangible Purchased Assets. On the Closing Date, the Seller shall deliver all tangible assets included in the Purchased Assets at the Seller’s risk and expense. From and after the delivery of such tangible assets included in the Purchased Assets by the Seller to the Buyer, the Buyer shall bear all risk of loss for such items and shall be solely responsible for all such tangible assets included in the Purchased Assets against any such loss.
Sample 1
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Related to Delivery of Tangible Purchased Assets

  • Title to Purchased Assets Seller has good and valid title to, or a valid leasehold interest in, all of the Purchased Assets. All such Purchased Assets (including leasehold interests) are free and clear of Encumbrances except for the following (collectively referred to as “Permitted Encumbrances”):

  • Purchased Assets Subject to the terms and conditions of this Agreement, at the Closing, each Seller shall sell, convey, assign, transfer and deliver to the Buyer, and the Buyer shall purchase, free and clear of all Encumbrances, all right, title and interest of such Seller in and to the following Assets (collectively, the “Purchased Assets”):

  • Delivery of Purchased Assets The Seller shall have delivered possession of the Purchased Assets to the Purchaser, and shall have made all intangible Purchased Assets available to the Purchaser.

  • Acquired Assets 11 Upon the terms and subject to the conditions set forth in this Agree- ment, at the Closing Seller shall sell, assign, transfer, convey and deliver to Buyer free and clear of all Liens, and Buyer shall purchase, acquire and take assignment and delivery of, all right, title and interest of Seller in and to the Acquired Assets, including the following:

  • Intangible Property CPA14 and the CPA14 Subsidiaries own, possess or have adequate rights to use all trademarks, trade names, patents, service marks, brand marks, brand names, computer programs, databases, industrial designs and copyrights necessary for the operation of the businesses of each of CPA14 and the CPA14 Subsidiaries (collectively, the “CPA14 Intangible Property”), except where the failure to possess or have adequate rights to use such properties, individually or in the aggregate, would not reasonably be expected to have a CPA14 Material Adverse Effect. All of the CPA14 Intangible Property is owned or licensed by CPA14 or the CPA14 Subsidiaries free and clear of any and all Liens, except those that, individually or in the aggregate, would not reasonably be expected to have a CPA14 Material Adverse Effect, and neither CPA14 nor any such CPA14 Subsidiary has forfeited or otherwise relinquished any CPA14 Intangible Property which forfeiture has resulted in, individually or in the aggregate, or would reasonably be expected to result in a CPA14 Material Adverse Effect. To the Knowledge of CPA14, the use of CPA14 Intangible Property by CPA14 or the CPA14 Subsidiaries does not, in any material respect, conflict with, infringe upon, violate or interfere with or constitute an appropriation of any right, title, interest or goodwill, including, without limitation, any intellectual property right, trademark, trade name, patent, service xxxx, brand xxxx, brand name, computer program, database, industrial design, copyright or any pending application therefor, of any other Person, and there have been no claims made, and neither CPA14 nor any of the CPA14 Subsidiaries has received any notice of any claims or otherwise has Knowledge of any claims that any of the CPA14 Intangible Property is invalid or conflicts with the asserted rights of any other Person or has not been used or enforced or has failed to have been used or enforced in a manner that would result in the abandonment, cancellation or unenforceability of any of the CPA14 Intangible Property, except for any such conflict, infringement, violation, interference, claim, invalidity, abandonment, cancellation or unenforceability that, individually or in the aggregate, would not reasonably be expected to have a CPA14 Material Adverse Effect.

  • Transferred Assets (a) As of the Effective Time (as defined in Section 2.1) and upon the terms and conditions set forth herein, Seller will sell, assign, transfer, convey and deliver to Purchaser, and Purchaser will purchase from Seller, all of the transferable rights, title and interests of Seller in the following assets associated with the Banking Centers and identified in this Agreement and the Schedules and Exhibits hereto, and not otherwise excluded pursuant to the provisions of Subsection 1.1(b):

  • Purchased Contracts The obligation of CNHCR to purchase the Purchased Contracts is subject to the satisfaction of the following conditions:

  • Title to Purchased Shares The Purchased Shares are owned by the Vendors as the registered and beneficial owner thereof with good and marketable title, free and clear of all Encumbrances.

  • Seller’s Closing Obligations At Closing, Seller shall execute and deliver, or cause to be executed and delivered, to Buyer the following:

  • Closing Deliveries of Buyer At or prior to the Closing, Buyer shall deliver, or cause to be delivered, the following:

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