Common use of Future Assurances Clause in Contracts

Future Assurances. At any time and from time to time after the Closing, at the request of Acquisition and without further consideration, Seller will execute and deliver such other instruments of sale, transfer, conveyance, assignment and confirmation and take such action as Acquisition may reasonably determine is necessary to transfer, convey and assign to Acquisition, and to confirm Acquisition's title to or interest in the Company, to put Acquisition in actual possession and operating control thereof and to assist Acquisition in exercising all rights with respect thereto. The Seller hereby constitutes and appoints Acquisition and its successors and assigns as his true and lawful attorney in fact in connection with the transactions contemplated by this instrument, with full power of substitution, in the name and stead of the Seller but on behalf of and for the benefit of Acquisition and its successors and assigns, to demand and receive any and all of the assets, properties, rights and business hereby conveyed, assigned, and transferred or intended so to be, and to give receipt and releases for and in respect of the same and any part thereof, and from time to time to institute and prosecute, in the name of the Seller or otherwise, for the benefit of Acquisition or its successors and assigns, proceedings at law, in equity, or otherwise, which Acquisition or its successors or assigns reasonably deem proper in order to collect or reduce to possession or any of the assets of the Company to do all acts and things in relation to the assets which Acquisition or its successors or assigns reasonably deem desirable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Clariti Telecommunications International LTD)

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Future Assurances. At any time and from time to time after the Closing, at the request of Acquisition Buyer and without further consideration, Seller Sellers will execute and deliver such other instruments of sale, transfer, conveyance, assignment and confirmation and take such action as Acquisition Buyer may reasonably determine is necessary to transfer, convey and assign to AcquisitionBuyer, and to confirm AcquisitionBuyer's title to or interest in the Company, to put Acquisition Buyer in actual possession and operating control thereof and to assist Acquisition Buyer in exercising all rights with respect thereto. The Seller Sellers hereby constitutes constitute and appoints Acquisition appoint Buyer and its successors and assigns as his their true and lawful attorney attorneys in fact in connection with the transactions contemplated by this instrument, with full power of substitution, in the name and stead of the Seller Sellers but on behalf of and for the benefit of Acquisition the Buyer and its successors and assigns, to demand and receive any and all of the assets, properties, rights and business hereby conveyed, assigned, and transferred or intended so to be, and to give receipt and releases for and in respect of the same and any part thereof, and from time to time to institute and prosecute, in the name of the Seller Sellers or otherwise, for the benefit of Acquisition the Buyer or its successors and assigns, proceedings at law, in equity, or otherwise, which Acquisition the Buyer or its successors or assigns reasonably deem proper in order to collect or reduce to possession or endorse any of the assets of the Company and to do all acts and things in relation to the assets which Acquisition the Buyer or its successors or assigns reasonably deem desirable.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization and Merger (Be Aerospace Inc)

Future Assurances. At any time and from time to time after the Closing, at the request of Acquisition Buyer and without further consideration, except as stated below, Seller will execute and deliver such other instruments of sale, transfer, conveyance, assignment and confirmation and take such action as Acquisition Buyer may reasonably determine is necessary to transfer, convey and assign to AcquisitionBuyer, and to confirm AcquisitionBuyer's title to or interest in the CompanyAcquired Assets, to put Acquisition Buyer in actual possession and operating control thereof and to assist Acquisition Buyer in exercising all rights with respect thereto. The Seller hereby constitutes and appoints Acquisition Buyer and its successors and assigns as his its true and lawful attorney in fact in connection with the transactions contemplated by this instrument, with full power of substitution, in the name and stead of the Seller but on behalf of and for the benefit of Acquisition the Buyer and its successors and assigns, to demand and receive any and all of the assets, properties, rights and business hereby conveyed, assigned, and transferred or intended so to be, Acquired Assets and to give receipt and releases for and in respect of the same and any part thereof, and from time to time to institute and prosecute, in the name of the Seller or otherwise, for the benefit of Acquisition the Buyer or its successors and assigns, proceedings at law, in equity, or otherwise, which Acquisition the Buyer or its successors or assigns reasonably deem proper in order to collect or reduce to possession or endorse any of the assets of the Company Acquired Assets and to do all acts and things in relation to the assets which Acquisition Acquired Assets that the Buyer or its successors or assigns reasonably deem desirable.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ariel Corp)

Future Assurances. At any time and from From time to time after the ClosingClosing Date, at the request of Acquisition either Party hereto and without further considerationat the expense of such Party, Seller will the Parties hereto shall execute and deliver such other instruments of sale, transfer, conveyance, assignment and confirmation and take such action as Acquisition Buyer may reasonably determine is necessary to transfer, convey and assign to AcquisitionBuyer, and to confirm AcquisitionBuyer's title to or interest in the CompanyAcquired Assets, to put Acquisition Buyer in actual possession and operating control thereof and to assist Acquisition Buyer in exercising all rights with respect thereto. The Seller hereby constitutes and appoints Acquisition Buyer and its successors and assigns as his its true and lawful attorney in fact in connection with the transactions contemplated by this instrument, with full power of substitution, in the name and stead of the Seller but on behalf of and for the benefit of Acquisition the Buyer and its successors and assigns, to demand and receive any and all of the assets, properties, rights and business hereby conveyed, assigned, and transferred or intended so to be, and to give receipt and releases for and in respect of the same and any part thereof, and from time to time to institute and prosecute, in the name of the Seller or otherwise, for the benefit of Acquisition the Buyer or its successors and assigns, proceedings at law, in equity, or otherwise, which Acquisition the Buyer or its successors or assigns reasonably deem proper in order to collect or reduce to possession or endorse any of the assets of the Company Acquired Assets and to do all acts and things in relation to the assets which Acquisition the Buyer or its successors or assigns reasonably deem desirable.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cabletron Systems Inc)

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Future Assurances. At any time and from time to time after the Closing, at the request of Acquisition Buyer and without further consideration, Seller the Principal Sellers will execute and deliver such other instruments of sale, transfer, conveyance, assignment and confirmation and take such action as Acquisition Buyer may reasonably determine is necessary to transfer, convey and assign to AcquisitionBuyer, and to confirm AcquisitionBuyer's title to or interest in the CompanyAmitek, to put Acquisition Buyer in actual possession and operating control thereof and to assist Acquisition Buyer in exercising all rights with respect thereto. The Seller Principal Sellers hereby constitutes constitute and appoints Acquisition appoint Buyer and its successors and assigns as his their true and lawful attorney in fact in connection with the transactions contemplated by this instrument, with full power of substitution, in the name and stead of the Seller Principal Sellers but on behalf of and for the benefit of Acquisition the Buyer and its successors and assigns, to demand and receive any and all of the assets, properties, rights and business hereby conveyed, assigned, and transferred or intended so to be, and to give receipt and releases for and in respect of the same and any part thereof, and from time to time to institute and prosecute, in the name of the Seller Principal Sellers or otherwise, for the benefit of Acquisition the Buyer or its successors and assigns, proceedings at law, in equity, or otherwise, which Acquisition the Buyer or its successors or assigns reasonably deem proper in order to collect or reduce to possession or any of the assets of the Company Amitek to do all acts and things in relation to the assets which Acquisition the Buyer or its successors or assigns reasonably deem desirable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Century Electronics Manufacturing Inc)

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