Common use of Further Conveyances and Assumptions Clause in Contracts

Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent shall, or shall cause the Selling Affiliates to, make available to Purchaser such non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Purchaser to transition such employees into Purchaser’s records. (b) From time to time following the Closing, Parent and Purchaser shall, and shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser and its respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser under this Agreement and the Seller Documents and to assure fully to Seller and its Affiliates and their successors and assigns, the assumption of the liabilities and obligations intended to be assumed by Purchaser under this Agreement and the Seller Documents, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement

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Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent Sellers shall, or shall cause the Selling their Affiliates to, make available to Purchaser Purchasers such non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Purchaser Purchasers to transition such employees into Purchaser’s Purchasers' records. (b) From time to time following the Closing, Parent Sellers and Purchaser Purchasers shall, and shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser Purchasers and its their respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser Purchasers under this Agreement and the Seller Documents and to assure fully to Seller Sellers and its Affiliates and their successors and assigns, the assumption of the liabilities and obligations intended to be assumed by any Purchaser under this Agreement and the Seller Documents, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Twinlab Corp)

Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent shall, or Sellers shall cause the Selling Affiliates to, make available deliver to Purchaser such non-confidential data in at the Closing personnel records of Transferred Employees as is reasonably necessary for Purchaser to transition such employees Employees into Purchaser’s recordsrecords and all other Documents included in the Purchased Assets. (b) From At the Closing, and from time to time following the Closing, Parent Sellers and Purchaser shall, and Sellers and Purchaser shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure sell, transfer, convey, assign and deliver fully to Purchaser and its respective successors or permitted assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser under this Agreement and the Seller Documents and to assure fully to Seller and its Affiliates Sellers and their successors and permitted assigns, the assumption of the liabilities and obligations intended to be assumed by Purchaser under this Agreement and the Seller DocumentsAgreement, and to otherwise make effective or evidence the transactions contemplated hereby and therebyTransactions.

Appears in 1 contract

Samples: Asset Purchase Agreement

Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent shall, or the Seller shall cause the Selling Affiliates to, make available to Purchaser the Buyer such non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Purchaser the Buyer to transition such employees into Purchaserthe Buyer’s records. (b) From time to time following the Closing, Parent at the sole expense of the Buyer, the Seller and Purchaser the Buyer shall, and shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser the Buyer and its respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser the Buyer under this Agreement and the Seller Documents and to assure fully to the Seller and its Affiliates and their successors and assigns, the assumption of the liabilities and obligations intended to be assumed by Purchaser the Buyer under this Agreement and the Seller Documents, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ambient Corp /Ny)

Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent Sellers shall, or shall cause the Selling their Affiliates to, make available to Purchaser such non-confidential data in personnel records of Transferred Employees as is are reasonably necessary for Purchaser to transition such employees into Purchaser’s records. (b) From time to time following the Closing, Parent Sellers and Purchaser shall, and shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser and its respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser under this Agreement and the Seller Documents Ancillary Agreements and to assure fully to Seller Sellers and its their Affiliates and their successors and assigns, the assumption of the liabilities Assumed Liabilities and obligations intended to be assumed by Purchaser under this Agreement and the Seller DocumentsAncillary Agreements, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement

Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent Seller shall, or shall cause the Selling its Affiliates to, make available to Purchaser such non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Purchaser to transition such employees into Purchaser’s 's records. (b) From time to time following the Closing, Parent Seller and Purchaser shall, and shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser and its respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser under this Agreement and the Seller Documents and to assure fully to Seller and its Affiliates and their successors and assigns, the assumption of the liabilities and obligations intended to be assumed by Purchaser under this Agreement and the Seller Documents, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Agway Inc)

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Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent Sellers shall, or shall cause the Selling their Affiliates to, make available to Purchaser such non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Purchaser to transition such employees into Purchaser’s records. (b) From time to time following the Closing, Parent Sellers and Purchaser shall, and shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser and its respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser under this Agreement and the Seller Documents and to assure fully to Seller Sellers and its their Affiliates and their successors and assigns, the assumption of the liabilities and obligations intended to be assumed by Purchaser under this Agreement and the Seller DocumentsAgreements, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Foot Locker Inc)

Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent Sellers shall, or shall cause the Selling their Affiliates to, make available to Purchaser such non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Purchaser to transition such employees into Purchaser’s 's records. (b) From time to time following the Closing, Parent Sellers and Purchaser shall, and shall cause their respective Affiliates to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser and its respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser under this Agreement and the Seller Documents and to assure fully to Seller Sellers and its their Affiliates and their successors and assigns, the assumption of the liabilities and obligations intended to be assumed by Purchaser under this Agreement and the Seller DocumentsAgreements, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Footstar Inc)

Further Conveyances and Assumptions. (a) From time to time following the Closing, Parent Seller shall, or shall cause the Selling Affiliates its Subsidiaries to, make available to Purchaser such non-confidential data in personnel records of Transferred Employees as is reasonably necessary for Purchaser to transition such employees into Purchaser’s records. (b) From time to time following the Closing, Parent Seller and Purchaser shall, and shall cause their respective Affiliates Subsidiaries to, execute, acknowledge and deliver all such further conveyances, notices, assumptions, releases and acquaintances and such other instruments, and shall take such further actions, as may be reasonably necessary or appropriate to assure fully to Purchaser and its respective successors or assigns, all of the properties, rights, titles, interests, estates, remedies, powers and privileges intended to be conveyed to Purchaser under this Agreement and the Seller Documents and to assure fully to Seller and its Affiliates Subsidiaries and their successors and assigns, the assumption of the liabilities and obligations intended to be assumed by Purchaser under this Agreement and the Seller Documents, and to otherwise make effective the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Asset Purchase Agreement (Teraforce Technology Corp)

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