Possession of Acquired Assets. Immediately following the Closing on the Closing Date, the Seller shall take all actions which are required or requested by the Buyer to put the Buyer in full possession and control of all of the Acquired Assets.
Possession of Acquired Assets. Subject to Section 14.3, Seller shall deliver to Purchaser possession of the Acquired Assets.
Possession of Acquired Assets. Possession of the Acquired Assets, including all Books and Records, Contracts and other documents relating to the Acquired Assets.
Possession of Acquired Assets. Possession of the Subject Assets will be given to Purchaser on the Closing Date. Purchaser will not acquire any title to the Subject Assets until possession has been given to it in accordance with this Section 16.3, and, accordingly, all risk and loss with respect to the Acquired Assets will be borne by Seller and Shareholder until possession has been given to Purchaser. For purposes of this Section 16.3, possession will be deemed to have been given to Purchaser when Seller or Shareholder, as the case may be, deliver or cause to be delivered to Purchaser good and sufficient instruments of transfer and conveyance as provided in this Agreement.
Possession of Acquired Assets. Simultaneously with delivery of the Bill of Sale, Seller and Stockholders will take such reasonable steps as may be necessary to put Buyer in possession and operating control of the Acquired Assets and the Business, including delivering all title certificates, keys, and other documents as may be reasonably necessary or required by Buyer to put Buyer in possession of the Acquired Assets.
Possession of Acquired Assets. (a) All Acquired Assets (except Equipment described in Section 15.02 of the Transitional Supply Agreement and those Books and Records and other documents described in Section 15.01 of the Transitional Supply Agreement) will be moved from Seller's or Seller's Affiliates' premises, in a manner so as to not unreasonably interfere with Seller's or Seller's Affiliates' operations and to minimize damage to such premises, at Buyer's expense within 14 calendar days after Closing.
(b) All Books and Records and other documents described in Section 15.01 of the Transitional Supply Agreement will be moved from Seller's or Seller's Affiliates' premises, in a manner so as to not unreasonably interfere with Seller's or Seller's Affiliates' operations and to minimize damage to such premises, at Buyer's expense within 60 calendar days after the expiration of the Transitional Supply Agreement.
(c) On a schedule mutually agreed to in writing by Seller and Buyer, at Seller's expense, Seller will, or will arrange for a contractor mutually agreed to by Buyer and Seller to, disassemble and prepare for shipment (including crating where appropriate) the Equipment described in Section 15.02
Possession of Acquired Assets. 30 16.4 Waivers.......................................................................... 30 16.5
Possession of Acquired Assets. Buyer acknowledges that Seller shall have no obligation to deliver possession of the Acquired Assets to Buyer and Seller’s only obligation shall be to deliver to Buyer the instruments expressly described in Section 3.2 hereof. Buyer shall be responsible for obtaining possession of the Acquired Assets. Neither Seller nor the Estates shall have any liability or any obligation to indemnify or reimburse Buyer or otherwise adjust the Purchase Price in the event that Seller cannot obtain possession of any Acquired Asset(s) for whatever reason, other than Seller’s failure to make a good faith effort to provide access to the Acquired Assets Buyer, as provided in this Section 3.4. Notwithstanding anything to the contrary in this Agreement, Seller shall make a good faith effort to provide the Buyer (i) with all keys, combinations, passcodes, and other means of access to any premises or real property which shall constitute part of the Acquired Assets and (ii) with all passwords, passcodes, passphrases, security questions, and other information to enable Buyer to obtain access and use of all data, information, programs, media, and Intellectual Property which shall constitute part of the Acquired Assets.
Possession of Acquired Assets. Each Seller acknowledges and agrees that from and after the Closing the Buyers will, subject to the limitations set forth in the Transition Services Agreements, be entitled to immediate possession of all Acquired Assets. Subject to the terms and conditions of the Transition Services Agreements, except as may be provided in the Transition Services Agreement, Buyers shall be solely responsible for removal and transfer of all tangible Acquired Assets from each Seller’s facilities (the “Transferred Asset Transfer”) and any and all Losses resulting therefrom.
Possession of Acquired Assets. INGENEX shall deliver possession of the Acquired Assets to SUBSIDIARY at the Premises on the Closing Date. Possession of the Premises shall be delivered to SUBSIDIARY on the Closing Date free and clear of all claims, or rights of use or possession other than those claims or rights created by SUBSIDIARY or PPD or as set forth in the Lease. ARTICLE 2
