Option to Acquire Assets Sample Clauses

Option to Acquire Assets. If Closing does not occur within 10 business days of the execution of this Agreement, Buyer shall have an option to immediately purchase the Target’s customer contracts, driver lists, and employee lists by wire transferring $1,000,000 to Seller on or before October 8, 2013. For a reasonable period thereafter, Buyer shall have the right to use the Target’s trade names.
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Option to Acquire Assets. By written notice delivered to the Seller and National General within ninety (90) days following the Transaction Closing Date, the Buyer may elect to acquire any assets acquired in the Merger of the Seller or the Affiliates of Tower that are reasonably required to conduct the Commercial Lines Business not included among the Companies that have not previously been transferred to National General or the Personal Lines Companies (the “Post-Closing Purchased Assets”) for no additional consideration. If within ten (10) days following National General’s and Seller’s receipt of such notice, neither National General or Seller has objected to the acquisition of all or any of such Post-Closing Purchased Assets, Seller shall transfer the Post-Closing Purchased Assets as to which no objection shall have been made to Buyer. If National General or Seller provides such written objection, Seller, National General and Buyer shall negotiate in good faith to coordinate the transfer or retention of such Post-Closing Purchased Assets among themselves. If an agreement as to the transfer or retention of any of such Post-Closing Purchased Assets is reached, Seller shall transfer such Post- Closing Purchased Assets in accordance with such agreement. If within thirty (30) days of the delivery of any such objection, Seller, National General and Buyer shall have failed to reach an agreement with respect to the transfer or retention of any of such Post-Closing Purchased Assets to which such objection is related, Seller, Buyer and National General shall enter mediation. In the event pursuant to such mediation the Seller, National General and Buyer shall reach an agreement as the transfer or retention of such Post-Closing Purchased Assets, Seller shall transfer such Post-Closing Purchased Assets in accordance with such agreement.
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Option to Acquire Assets. In consideration of the payment the sum of One Hundred Dollars ($100) and the promises and covenants made by Company herein, the receipt and sufficiency of which consideration is hereby acknowledged, Licensee hereby grants to Company an exclusive and irrevocable option (the "Option") to acquire all or any portion of the Optioned Assets, subject to and consistent with FCC rules, regulations and policies and upon the terms and conditions of this Agreement; provided that, in further consideration of the grant of the Option, in the event that the Company exercises the Option prior to the expiration of the Option Term, the Company shall release the obligation of Licensee for any and all accrued Lease payments and future lease obligations with regard to the Stations subject to such exercise.
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Option to Acquire Assets. 28 3.10 CHARGE............................................................... 29 4. TRANSITION ARRANGEMENTS AND PURCHASER'S DEVELOPMENT AND REPORTING OBLIGATIONS............................................................... 31 4.1
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Option to Acquire Assets. For a period of one hundred twenty (120) days following Purchaser's notice to Seller regarding an Abandonment Decision (the "REACQUISITION OPTION PERIOD"), Seller shall have the option to acquire Purchaser's interest in the Assets (the "REACQUISITION OPTION").
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Option to Acquire Assets. Upon the terms and subject to the conditions set forth in this Agreement, TSI hereby grants to CPH the exclusive option (the "Option") to acquire from TSI, all of TSI's right, title, and interest in and to all of TSI's property and assets possessed by or for which TSI has any rights of ownership or use as of September 30, 2007, whether real, personal, or mixed, tangible and intangible, or every kind and description, wherever located, including the following (but excluding the Excluded Assets as set forth in Section 1.2) (collectively, the "Assets"), on an "AS IS, WHERE IS" basis, except as set forth in Section 3.1(f).
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Related to Option to Acquire Assets

  • Title to Acquired Assets Other than the Security Interests set forth on Section 2(d) of the Disclosure Schedule (which shall be released at or before the Closing) the Seller has good and marketable title to all of the Acquired Assets, free and clear of any Security Interest or restriction on transfer.

  • 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.

  • No Acquired Rights In participating in the Plan, the Participant acknowledges and accepts that the Board has the power to amend or terminate the Plan, to the extent permitted thereunder, at any time and that the opportunity given to the Participant to participate in the Plan is entirely at the discretion of the Committee and does not obligate the Company or any of its Affiliates to offer such participation in the future (whether on the same or different terms). The Participant further acknowledges and accepts that such Participant's participation in the Plan is not to be considered part of any normal or expected compensation and that the termination of the Participant's employment under any circumstances whatsoever will give the Participant no claim or right of action against the Company or its Affiliates in respect of any loss of rights under this Agreement or the Plan that may arise as a result of such termination of employment.

  • Title to and Condition of Assets Seller has good and marketable title to (or, with respect to any Assets that are leased, a valid leasehold interest in) all of the Assets to be acquired by TJC at the Closing, free from any liens, adverse claims, security interest, rights of other parties or like encumbrances of any nature. The Assets consisting of physical property are in good condition and working order, normal wear and tear excepted, and function properly for their intended uses.

  • Separate Assets The Company shall not, and shall cause the Partnership to not, commingle or pool its funds or other assets with those of any other Person, except its consolidated Subsidiaries, and shall maintain its assets in a manner in which it is not costly or difficult to segregate, ascertain or otherwise identify its assets as separate from those of any other Person.

  • Good title to assets It and each of its Subsidiaries has a good, valid and marketable title to, or valid leases or licences of, and all appropriate Authorisations to use, the assets necessary to carry on its business as presently conducted.

  • Conditions Applicable to All Sale and Purchase Transactions (a) Any transaction effected under this Article XII or in connection with the acquisition, disposition or substitution of any Asset shall be conducted on an arm’s length basis and, if effected with an Affiliate of the Collateral Manager (or with an account or portfolio for which the Collateral Manager or any of its Affiliates serves as investment adviser), shall be effected in accordance with the requirements of Section 5 of the Collateral Management Agreement on terms no less favorable to the Issuer than would be the case if such Person were not an Affiliate of the Collateral Manager; provided that the Trustee shall have no responsibility to oversee compliance with this clause (a) by the other parties. Any sale of a Collateral Obligation or an Equity Security (other than a Substitute Collateral Obligation) to the Collateral Manager, an Affiliate of the Collateral Manager or an Affiliate of the Issuer shall be at a purchase price at least equal to the current Fair Market Value of such Collateral Obligation or Equity Security and certified by the Collateral Manager to the Trustee.

  • 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”):

  • Freedom to Trade in Company Securities The Rights Agent and any stockholder, director, officer or employee of the Rights Agent may buy, sell or deal in any of the Rights or other securities of the Company or become pecuniarily interested in any transaction in which the Company may be interested, or contract with or lend money to the Company or otherwise act as fully and freely as though it were not Rights Agent under this Agreement. Nothing herein shall preclude the Rights Agent from acting in any other capacity for the Company or for any other legal entity.

  • Title and Condition of Assets Except for Lessee's leasehold interest in the Lease, the Lessee has good, marketable and legal title to its properties and assets. The Lessee has a good and valid leasehold interest in the Lease.

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