Common use of PURCHASE CONSIDERATION AND PAYMENT Clause in Contracts

PURCHASE CONSIDERATION AND PAYMENT. (a) At the Effective Time (as hereinafter defined) and subject to the terms and conditions hereinafter set forth, Xx. Xxxxx agrees to sell, transfer, convey, assign and deliver to OMEGA, and OMEGA agrees to purchase and acquire from Xx. Xxxxx and take delivery of, for the consideration hereinafter provided, all of Xx. Xxxxx'x right, title and interest in and to all of the assets of the Orthodontic Practice, wheresoever situated and whether or not specifically referred to herein or in any instrument of conveyance delivered pursuant hereto (such assets and rights of Xx. Xxxxx are collectively referred to as the "Assets"), excepting therefrom the assets listed on Schedule I to the Xxxx of Sale and Assignment (the "Xxxx of Sale") attached hereto as Exhibit D (the "Excluded Assets"), and including without limitation the following Assets:

Appears in 2 contracts

Samples: Affiliation Agreement and Asset Purchase Agreement (Omega Orthodontics Inc), Affiliation Agreement and Asset Purchase Agreement (Omega Orthodontics Inc)

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PURCHASE CONSIDERATION AND PAYMENT. (a) At the Effective Time Closing (as hereinafter defined) and subject to the terms and conditions hereinafter set forth, Xx. Xxxxx Dr. Holt agrees to sellxx xxxx, transfer, convey, assign and deliver to OMEGA, and OMEGA agrees to purchase and acquire from Xx. Xxxxx Dr. Holt and take delivery taxx xxxxxery of, for the consideration hereinafter provided, all of Xx. Xxxxx'x rightDr. Holt's rixxx, title xxxxx and interest in and to all of the assets of the Orthodontic Endodontic Practice, wheresoever situated and whether or not specifically referred to herein or in any instrument of conveyance delivered pursuant hereto (such assets and rights of Xx. Xxxxx Dr. Holt are collectively xxxxxxxxvely referred to as the "Assets"), excepting therefrom the assets listed on Schedule I to the Xxxx Bill of Sale and Assignment anx Xssignment (the "Xxxx Bill of Sale") attached xxxached hereto as Exhibit D (the "Excluded Assets"), and including without limitation the following Assets:

Appears in 1 contract

Samples: Affiliation Agreement and Asset Purchase Agreement (Omega Orthodontics Inc)

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PURCHASE CONSIDERATION AND PAYMENT. (a) At the Effective Time (as hereinafter defined) and subject to the terms and conditions hereinafter set forth, Xx. Xxxxx Xxxxxxx agrees to sell, transfer, convey, assign and deliver to OMEGA, and OMEGA agrees to purchase and acquire from Xx. Xxxxx Xxxxxxx and take delivery of, for the consideration hereinafter provided, all of Xx. Xxxxx'x Xxxxxxx'x right, title and interest in and to all of the assets of the Orthodontic Practice, wheresoever situated and whether or not specifically referred to herein or in any instrument of conveyance delivered pursuant hereto (such assets and rights of Xx. Xxxxx Xxxxxxx are collectively referred to as the "Assets"), excepting therefrom the assets listed on Schedule I to the Xxxx of Sale and Assignment (the "Xxxx of Sale") attached hereto as Exhibit D (the "Excluded Assets"), and including without limitation the following Assets:

Appears in 1 contract

Samples: Affiliation Agreement and Asset Purchase Agreement (Omega Orthodontics Inc)

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