Purchased Assets Complete Sample Clauses

Purchased Assets Complete. Except for those assets of Seller not being purchased pursuant to this Agreement, the Purchased Assets constitute all of the material assets, intellectual property, if any, and rights used by the Seller in the conduct of its Business. Upon the transfer of the Purchased Assets to the Buyer at the Closing, the Buyer will own all of the assets and rights necessary for it to conduct the Business in a manner consistent with the manner in which the Seller conducted the Business on the date hereof and in which the Seller will conduct the Business on the Closing Date.
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Purchased Assets Complete. The Purchased Assets constitute all of the material assets used by Seller in the conduct of the Business.
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Purchased Assets Complete. The Purchased Assets, together with the Excluded Assets and the assets relating to the services provided by Shareholder set forth on Schedule 4.17 constitute substantially all of the assets used by the Sellers in the conduct of the Business as currently conducted by Sellers.
Sample 1
Purchased Assets Complete. The Purchased Assets sold, transferred, assigned and conveyed to Buyer by Seller pursuant to this Agreement constitutes all material tangible and intangible personal property employed in the conduct of Seller's Business, except for those assets specifically excluded by this Agreement.
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Purchased Assets Complete. 25 4.17 Recent Developments ............................................... 25 4.18 Leased Real Property .............................................. 25 4.19 Tangible Assets ................................................... 26 4.20 Warranties ........................................................ 26 4.21 Solvency .......................................................... 26 4.22 Disclosure ........................................................ 27
Sample 1

Related to Purchased Assets Complete

  • Assets Purchased by Assuming Institution With the exception of certain assets expressly excluded in Sections 3.5 and 3.6 and, if applicable, listed on Schedule 3.5(l) the Assuming Institution hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys and delivers to the Assuming Institution, all right, title and interest of the Receiver in and to all of the assets (real, personal and mixed, wherever located and however acquired) including all subsidiaries, joint ventures, partnerships and any and all other business combinations or arrangements, whether active, inactive, dissolved or terminated, of the Failed Bank whether or not reflected on the books of the Failed Bank as of the Bank Closing Date. Assets are purchased hereunder by the Assuming Institution subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

  • Purchased Assets Subject to the terms and conditions of this Agreement, at the Closing, each Seller shall sell, convey, assign, transfer and deliver to the Buyer, and the Buyer shall purchase, free and clear of all Encumbrances, all right, title and interest of such Seller in and to the following Assets (collectively, the “Purchased Assets”):

  • Assets Purchased Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, on the terms and conditions set forth in this Agreement the following assets ("Assets"):

  • Transferred Assets (a) As of the Effective Time (as defined in Section 2.1) and upon the terms and conditions set forth herein, Seller will sell, assign, transfer, convey and deliver to Purchaser, and Purchaser will purchase from Seller, all of the transferable rights, title and interests of Seller in the following assets associated with the Banking Centers and identified in this Agreement and the Schedules and Exhibits hereto, and not otherwise excluded pursuant to the provisions of Subsection 1.1(b):

  • Assets Not Purchased by Assuming Institution The Assuming Institution does not purchase, acquire or assume, or (except as otherwise expressly provided in this Agreement) obtain an option to purchase, acquire or assume under this Agreement:

  • Acquired Assets Subject to the terms and conditions of this Agreement, at and as of the Closing, Seller shall sell, assign, convey, transfer and deliver to Purchaser, and Purchaser shall purchase, acquire and take assignment and delivery of, all of the assets (wherever located) (other than the Excluded Assets) that are owned by Seller or that are used by Seller in the Business, in each case free and clear of all Liens, including all of Seller’s right, title and interest in and to the following:

  • Other Assets Purchased Upon receipt of Instructions and except as otherwise provided herein, the Custodian shall pay for and receive other Assets for the account of a Fund as provided in Instructions.

  • Seller For each Mortgage Loan, the seller of such Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement.

  • Purchased Contracts The obligation of CNHCR to purchase the Purchased Contracts is subject to the satisfaction of the following conditions:

  • Seller Contracts All contracts and agreements, other than ---------------- Governmental Permits and those relating to Real Property, pertaining to the ownership, operation and maintenance of the Assets or the Business or used or held for use in the Business, as described on SCHEDULE 5.6 or, in the case of contracts and agreements relating to Real Property, on SCHEDULE 5.7.

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