INSTRUMENTS OF TRANSFER, ETC. Each of the parties hereto shall cooperate with the other parties in every way in carrying out the transactions contemplated herein, in delivering instruments to perfect the conveyances, assignments and transfers contemplated herein, and in delivering all documents and instruments reasonably deemed necessary or useful by counsel for any party hereto.
INSTRUMENTS OF TRANSFER, ETC. Seller shall have delivered to Buyer, in form and substance satisfactory to Buyer, all bills of sale, general instruments of transfer, conveyances, assurances, transfers, assignments, approvals, consents, and any other instruments and documents containing the usual and customary covenants and warranties of title and that shall be convenient, necessary, or required to effectively transfer the Purchased Assets to Buyer with good title, free and clear of all Encumbrances.
INSTRUMENTS OF TRANSFER, ETC. Each party hereto shall cooperate with the other parties in every way in carrying out the transactions contemplated herein, in delivering instruments to perfect the conveyances, assignments and transfers contemplated herein, and in delivering all documents and instruments reasonably deemed necessary or useful by counsel for any party hereto.
INSTRUMENTS OF TRANSFER, ETC. Effective as of the Effective Date, Seller shall have delivered to Buyer all bills of sale, general instruments of transfer,conveyances, assurances, transfers, assignments, approvals, consents, and any other instruments and documents containing the usual and customary covenants and warranties of title and that shall be convenient, necessary, or reasonably required to effectively transfer the Purchased Assets to Buyer with good title, free and clear of all Encumbrances.
INSTRUMENTS OF TRANSFER, ETC. Seller shall have duly executed and delivered to Buyer all documents and instruments necessary or desirable to transfer the Purchased Assets to Buyer and such other closing documents, instruments and certificates as shall have been reasonably and customarily requested.
INSTRUMENTS OF TRANSFER, ETC. Seller shall deliver to Buyer on the Closing Date and thereafter upon Buyer's request such bills of sale, assignments and other good and sufficient instruments of transfer, in form and substance satisfactory to Buyer, as are necessary to effectively transfer all of Seller's right, title and interest in the Assets to Buyer. From time to time after the Closing Date, and without further consideration, Seller shall execute, acknowledge and deliver to Buyer any further documents, assurances or other matters, and will take any other action consistent with the terms of this Agreement, that may reasonably be requested by Buyer and as are necessary or desirable to carry out the purpose of this Agreement.
INSTRUMENTS OF TRANSFER, ETC. (a) Subject to the provisions of Section 7(c) hereof, the sale and transfer of the Purchased Assets shall be made at Purchaser s expense (except as otherwise provided in this Agreement) on the Closing Date by bills of sale, assignments and other instruments of conveyance and transfer as shall be appropriate to carry out the intent of this Agreement and as shall be sufficient to convey to Purchaser all the right, title and interest of Seller to, and the right to full custody and control of, the Purchased Assets, free and clear of any and all liens, charges, mortgages, encumbrances and security interests whatsoever. All sales, use, and ad valorem taxes and all filing and recording fees in connection with such instruments of transfer shall be borne by Purchaser. In the case of assignment of any right, contract, license, lease or other instrument requiring the consent of another party thereto, Seller will use its best efforts to obtain such consent prior to the Closing Date, subject to the provisions of Section 7(f) hereof.
i) Without limiting the generality of the foregoing, Seller shall deliver the documents described below, more specifically described and enumerated in Schedule 7.1 hereto:
A. Customary bills of sale in recordable form, transferring ownership of the Vessels owned by it, including all appurtenances, stores, outfitting, lubes, and fuel on board or on shore or on order, broached or unbroached, all navigational aids, and all spares on board, warranting title to such Vessels, free and clear of liens, mortgages, rights in rem -- --- or any other encumbrances whatsoever other than certain trading restrictions as specified in the respective schedules attached hereto; and
B. Such other customary bills of sale, assignments, documents and instruments as more fully set forth in Schedule 7.1 hereto.
INSTRUMENTS OF TRANSFER, ETC. Buyer shall have duly executed and delivered to the CardioMac Principals, or to an individual CardioMac Principal, as applicable, all closing documents, instruments and certificates as shall have been reasonably and customarily requested.
INSTRUMENTS OF TRANSFER, ETC. Seller shall deliver to Buyer on the Closing Date and thereafter upon Buyer's request such bills of sale, assumption agreements, assignments and other good and sufficient instruments of Transfer in form and substance satisfactory to Buyer and its counsel as are necessary to effectively Transfer all of Seller's right, title and interest in the Assets to Buyer and as are necessary for Buyer to assume the Assumed Liabilities as may be required by AMRESCO. At any time after the Closing Date, Seller shall execute, acknowledge and deliver to Buyer any further documents, assurances or other matters, and will take any other action consistent with the terms of this Agreement that may reasonably be requested by Buyer and as are necessary or desirable to carry out the purpose of this Agreement.
INSTRUMENTS OF TRANSFER, ETC. 60 11.4 Notices. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60 11.5 Amendments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 63 11.6
