Common use of Passage of Title and Risk of Loss Clause in Contracts

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Assets will not pass to Purchaser until such Assets are Transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. (Eastern Time) on the Closing Date.

Appears in 8 contracts

Samples: Asset Purchase Agreement (Entertainment Games, Inc.), Asset Purchase Agreement (Televideo Inc), Asset Purchase Agreement (Network Computing Devices Inc)

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Passage of Title and Risk of Loss. Legal title, equitable title title, and risk of loss with respect to the Purchased Assets will not pass to Purchaser until such Purchased Assets are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting accounting, and other computational purposes as of 11:59 P.M. (Eastern New York City Time) on the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (MTM Technologies, Inc.), Asset Purchase Agreement (MTM Technologies, Inc.)

Passage of Title and Risk of Loss. Legal title, equitable title title, obligations and risk of loss with respect to the Purchased Assets and Assumed Liabilities will not pass to Purchaser until such Purchased Assets and Assumed Liabilities are Transferred transferred at the Closingclosing, which transfer, once it has occurred, occurred will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. (Eastern Time) 11:59:59 pm EST on the Closing DateJune 20, 2000.

Appears in 1 contract

Samples: Asset Purchase Agreement (Frontline Communications Corp)

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Assets Shares will not pass to Purchaser until such Assets Shares are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. (Eastern Central Time) on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (STC Broadcasting Inc)

Passage of Title and Risk of Loss. Legal title, equitable title title, and risk of loss with respect to the Purchased Assets will not pass to Purchaser until such Purchased Assets are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting accounting, and other computational purposes as of 11:59 P.M. (Eastern Pacific Time) on the last day of the month closest to the Closing Date (which may be before or after the Closing Date).

Appears in 1 contract

Samples: Asset Purchase Agreement (TRX Inc/Ga)

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Purchased Assets will not pass to Purchaser until such Purchased Assets are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. (Eastern Central Standard Time) on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bollinger Industries Inc)

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Assets will not pass to Purchaser until such Assets are Transferred at the Closing, which transferTransfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. 12:01 A.M. (Eastern Time) on the Closing Date.

Appears in 1 contract

Samples: Acquisition Agreement (Viasystems Inc)

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Transferred Assets will shall not pass to Purchaser Nations until such Assets assets are Transferred transferred at the Closing, which transfer, once it has occurred, will shall be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. midnight (Eastern Time) on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nationsrent Inc)

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Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Purchased Assets will not pass to Purchaser until such Purchased Assets are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. (Eastern TimeNew York City time) on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Winstar Communications Inc)

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Assets will not pass to Purchaser until such Assets are Transferred or leased at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. the close of business (Eastern Mountain Time) on the Closing Date.

Appears in 1 contract

Samples: Acquisition Agreement (Continental Materials Corp)

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Assets Shares will not pass to Purchaser until such Assets Shares are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. (Eastern Time) on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Unify Corp)

Passage of Title and Risk of Loss. Legal title, equitable title and risk of loss with respect to the Assets will not pass to Purchaser until such Assets are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting and other computational purposes as of 11:59 P.M. (Eastern Central Time) on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cpi Corp)

Passage of Title and Risk of Loss. Legal title, equitable title title, and risk of loss with respect to the Purchased Assets will not pass to Purchaser until such Purchased Assets are Transferred transferred at the Closing, which transfer, once it has occurred, will be deemed effective for tax, accounting accounting, and other computational purposes as of 11:59 P.M. (Eastern Nashville, TN Time) on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (UpSnap, Inc.)

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