Common use of Purchase and Sale of Transferred Assets Clause in Contracts

Purchase and Sale of Transferred Assets. On the terms and subject to the conditions hereof, at the Closing, Seller will sell, transfer, convey, assign and deliver, and Purchaser will purchase and accept, all of Seller's right, title and interest in and to the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"), free and clear of all Liens, except Permitted Liens:

Appears in 1 contract

Samples: 4 Asset Purchase Agreement (Ditech Communications Corp)

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Purchase and Sale of Transferred Assets. On the terms and subject to the conditions hereofset forth in this Agreement, at the each Applicable Closing, Seller Buyer will purchase from Sellers, and Sellers will sell, transfer, assign, convey, assign and deliver, and Purchaser will purchase and acceptdeliver to Buyer, all of Seller's right, title and interest in and to the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"), free and clear of all Liens, except Liens (other than Permitted Liens:) in accordance with this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Southeastern Grocers, Inc.)

Purchase and Sale of Transferred Assets. On (a) Subject to the terms and subject to the conditions hereofset forth in this Agreement, at the ClosingClosing and as of the Closing Date, Seller will shall sell, transfer, convey, assign and deliverdeliver to Buyer, and Purchaser will Buyer shall purchase and acceptacquire, all of Seller's ’s right, title and interest in in, to and to under each of the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"). For purposes of this Agreement, free and clear of all Liens, except Permitted Liens:

Appears in 1 contract

Samples: Asset Purchase and Intellectual Property License Agreement (MACOM Technology Solutions Holdings, Inc.)

Purchase and Sale of Transferred Assets. On Effective as of the Closing Date (hereinafter defined) and pursuant to the terms and subject to the conditions hereof, at the Closingset forth in this Agreement, Seller will shall sell, transfer, convey, assign and deliverdeliver to Buyer, and Purchaser will purchase Buyer shall purchase, accept and accepttake from Seller, all rights and assets of Seller's right, title and interest in and to the rights, properties and assets specifically described in this Section 2.1, as follows (collectively, the "Transferred Assets"), free and clear of all Liens, except Permitted Liens:”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Flanders Corp)

Purchase and Sale of Transferred Assets. On the Closing Date and on the terms and subject to the conditions hereof, at the Closingcontained in this Agreement, Seller will shall sell, transfer, convey, assign assign, and deliverdeliver to Purchaser, and Purchaser will shall purchase and accept, all of from Seller's right, title and interest in and to the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"), free and clear of all Liens, except for Permitted Liens:, all rights, title and interest in and to the following assets, in each case excluding the Excluded Assets set forth in Section 2.2 (collectively, the “Transferred Assets”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Hornbeck Offshore Services Inc /La)

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Purchase and Sale of Transferred Assets. On Subject to the terms and subject to the conditions hereofof this Agreement, at the Closing, Closing (as defined below) Seller will shall sell, transfer, convey, assign and deliverdeliver to Buyer, and Purchaser will purchase Buyer shall purchase, accept and accept, all of acquire from Seller's right, title and interest in and to the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"), free and clear of all any Liens, except Permitted Liens:all assets, other than the Excluded Assets, owned by Seller, including without limitation, the following properties, assets, rights and claims, whether tangible or intangible (the “Transferred Assets”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Function (X) Inc.)

Purchase and Sale of Transferred Assets. On Subject to the terms and subject to the conditions hereofof this Agreement, at the Closing, Closing (as defined below) Seller will shall sell, transfer, convey, assign and deliverdeliver to Buyer, and Purchaser will purchase Buyer shall purchase, accept and accept, all of acquire from Seller's right, title and interest in and to the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"), free and clear of all any Liens, except Permitted Liens:all assets constituting the Seller’s Business, including without limitation, the following properties, assets, rights and claims, whether tangible or intangible, but excluding the Excluded Assets (the “Transferred Assets”):

Appears in 1 contract

Samples: Asset Purchase Agreement (Moko Social Media LTD)

Purchase and Sale of Transferred Assets. On Upon the terms and subject to the conditions hereofof this Agreement, at the Closing, Closing the Seller will shall sell, transfer, convey, assign and deliverdeliver free and clear of any Encumbrance, to the Buyer, and Purchaser will purchase the Buyer shall purchase, acquire and acceptaccept from the Seller on the Closing Date, all of the Seller's right, title and interest in and to the rights, properties and assets described in this Section 2.1, (collectively, the "Transferred Assets"), free and clear of all Liens, except Permitted Liensto:

Appears in 1 contract

Samples: Asset Purchase Agreement (Klever Marketing Inc)

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