Further Assistance and Assurances. Sellers shall, at any time and from time to time, promptly, upon the reasonable request of Buyer, execute, acknowledge, deliver or perform, all such further acts, deeds, assignments, transfers, conveyances, and assurances as may be required for the better vesting and conferring to Buyer of title in and to the Purchased Assets and to effect the transactions contemplated by this Agreement. Buyer shall, at any time and from time to time, promptly, upon the reasonable request of Sellers, execute, acknowledge, deliver or perform, all such further acts, deeds, assumption agreements, transfers and assurances as may be required for the full assumption and transfer to Buyer of the Assumed Liabilities and to effect the transactions contemplated by this Agreement. Each party agrees that if it receives any payment or amount after the Closing Date to which another party is entitled, the recipient shall promptly transfer such payment or amount to the party so entitled. At the Effective Time, the Sellers shall, and Parent shall cause the Selling Companies to, transfer and deliver possession and control of the ALSS Platform to Buyer, including all copies of source code and documentation and physical and electronic access to all systems.
Appears in 3 contracts
Samples: Asset Purchase Agreement (National Australia Bank LTD), Asset Purchase/Liability Assumption Agreement (Homeside International Inc), Asset Purchase/Liability Assumption Agreement (Homeside Lending Inc)
Further Assistance and Assurances. Sellers Seller shall, at any time and from time to time, promptly, upon the reasonable request of Buyer, execute, acknowledge, deliver or perform, all such further acts, deeds, assignments, transfers, conveyances, and assurances as may be required for the better vesting and conferring to Buyer of title in and to the Purchased Assets and to effect the transactions contemplated by this Agreement. Buyer shall, at any time and from time to time, promptly, upon the reasonable request of SellersSeller, execute, acknowledge, deliver or perform, all such further acts, deeds, assumption agreements, transfers and assurances as may be required for the full assumption and transfer to Buyer of the Assumed Liabilities and to effect the transactions contemplated by this Agreement. Each party agrees that if it receives any payment or amount after the Closing Date to which another party is entitled, the recipient shall promptly transfer such payment or amount to the party so entitled. At In addition, Seller shall take such steps prior to closing as may be reasonably necessary to assure that Buyer can operate the Effective Time, Business that it acquires on the Sellers shall, Closing Date without material interruption and Parent shall cause the Selling Companies to, transfer and deliver possession and control of the ALSS Platform to Buyer, including all copies of source code and documentation and physical and electronic access to all systemswith a smooth transition.
Appears in 1 contract
Samples: Asset Purchase Agreement (Gleacher & Company, Inc.)
Further Assistance and Assurances. Sellers Seller shall, at any time and from time to time, promptly, upon the reasonable request of BuyerPurchaser, execute, acknowledge, deliver or perform, perform all such further acts, deeds, assignments, transfers, conveyances, conveyances and assurances as may be required for the better vesting and or conferring to Buyer Purchaser of title in and to the Purchased Assets Mortgage Loans and to effect the transactions contemplated by this Agreementhereby. Buyer Purchaser shall, at any time and from time to time, promptly, upon the reasonable request of SellersSeller, execute, acknowledge, deliver or perform, perform all such further acts, deeds, assumption agreements, transfers and assurances as may be required for the full assumption and transfer to Buyer Purchaser of the Assumed Liabilities and to effect the transactions contemplated by hereby. All expenses incurred in compliance with this AgreementSection 8.3 shall be the responsibility of the requesting party. Each party agrees that if it receives any payment or amount after the Closing Purchase Date to which another party Party is entitled, the recipient shall promptly transfer such payment or amount to the party so entitled. At the Effective Time, the Sellers shall, and Parent shall cause the Selling Companies to, transfer and deliver possession and control of the ALSS Platform to Buyer, including all copies of source code and documentation and physical and electronic access to all systems.
Appears in 1 contract
Samples: Mortgage Loan Purchase Agreement (Sterling Bancorp, Inc.)