Post-Closing Transfers. Following the Closing, the parties shall cooperate with each other to identify any assets that were not designated as part of the Acquired Assets at the Closing but which are necessary to conduct the Acquired Business as currently being conducted by the Seller, but excluding the Real Property Lease (the “Nontransferred Assets”). To the extent any Nontransferred Assets are identified and the Seller is legally and contractually permitted to transfer such assets, the Seller shall, at no cost to the Buyer, promptly take all actions to transfer such Nontransferred Assets to the Buyer. In the event the Seller is required to obtain the consent or approval of any Person prior to the transfer of any Nontransferred Asset, then the Seller shall, at its own expense, use its commercially reasonable efforts to promptly obtain such approval or consent, and upon obtaining such approval or consent, shall promptly transfer such Nontransferred Asset to the Buyer. In the event the Seller is unable to obtain such approval or consent, then the Seller and the Buyer shall discuss in good faith an appropriate resolution for the transfer of the economic benefit of such Nontransferred Asset to the Buyer.
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Samples: Asset Purchase Agreement (Cord Blood America, Inc.)
Post-Closing Transfers. Following the Closing, the parties shall cooperate with each other to identify any assets that were not designated as part of the Acquired Assets at the Closing but which are necessary to conduct the Acquired Business as currently being conducted by the Seller, but excluding the Real Property Lease Seller (the “Nontransferred Assets”). To the extent any Nontransferred Assets are identified and the Seller is legally and contractually permitted to transfer such assets, the Seller shall, at no cost to the BuyerPurchaser, promptly take all actions to transfer such Nontransferred Assets to the BuyerPurchaser. In the event the Seller is required to obtain the consent or approval of any Person prior to the transfer of any Nontransferred Asset, then the Seller shall, at its own expense, use its commercially reasonable efforts to promptly obtain such approval or consent, and upon obtaining such approval or consent, shall promptly transfer such Nontransferred Asset to the BuyerPurchaser. In the event the Seller is unable to obtain such approval or consent, then the Seller and the Buyer Purchaser shall discuss in good faith an appropriate resolution for the transfer of the economic benefit of such Nontransferred Asset to the BuyerPurchaser.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cord Blood America, Inc.)
Post-Closing Transfers. Following the Closing, the parties shall cooperate with each other to identify any assets that were not designated as part of the Acquired Assets at the Closing but which are necessary to conduct the Acquired Business as currently being conducted by the Seller, but excluding the Real Property Lease Seller (the “Nontransferred Assets”). To the extent any Nontransferred Assets are identified and the Seller is legally and contractually permitted to transfer such assets, the Seller shall, at no cost to the Buyer, promptly take all actions to transfer such Nontransferred Assets to the Buyer. In the event the Seller is required to obtain the consent or approval of any Person prior to the transfer of any Nontransferred Asset, then the Seller shall, at its own expense, use its commercially reasonable efforts to promptly obtain such approval or consent, and upon obtaining such approval or consent, shall promptly transfer such Nontransferred Asset to the Buyer. In the event the Seller is unable to obtain such approval or consent, then the Seller and the Buyer shall discuss in good faith an appropriate resolution for the transfer of the economic benefit of such Nontransferred Asset to the Buyer.
Appears in 1 contract
Post-Closing Transfers. Following the Closing, the parties shall cooperate with each other to identify any assets that were not designated transferred as part of the Acquired Assets at the Closing but which are necessary that, pursuant to conduct the Acquired Business as currently being conducted by the Sellerprovisions of this Agreement, but excluding the Real Property Lease were required to be transferred (the “Nontransferred Non-Transferred Assets”). To the extent any Nontransferred Non-Transferred Assets are identified and the Seller is Sellers are legally and contractually permitted to transfer such assets, the Seller Sellers shall, at no cost to the BuyerPurchaser, promptly take all actions to transfer such Nontransferred Non-Transferred Assets to the BuyerPurchaser. In the event the a Seller is required to obtain the consent or approval of any Person prior to the transfer of any Nontransferred Non-Transferred Asset, then the such Seller shall, at its own expense, use its commercially reasonable efforts to promptly obtain such approval or consent, and upon obtaining such approval or consent, shall promptly transfer such Nontransferred Non-Transferred Asset to the BuyerPurchaser. In the event the a Seller is unable to obtain such approval or consent, then the such Seller and the Buyer Purchaser shall discuss in good faith an appropriate resolution for the transfer of the economic benefit of such Nontransferred Non-Transferred Asset to the BuyerPurchaser.
Appears in 1 contract
Samples: Asset Purchase Agreement (PhaseBio Pharmaceuticals Inc)