Removing Excluded Assets. On or before the Closing Date, Seller shall remove all Excluded Assets from all Facilities and other Real Property to be occupied by Buyer other than minute books and personnel records, which Seller shall remove prior to the first anniversary of the Closing. Such removal shall be done in such manner as to avoid any damage to the Facilities and other properties to be occupied by Buyer and any disruption of the Business operations to be conducted by Buyer after the Closing. Any damage to the Assets or to the Facilities resulting from such removal shall be paid by Seller at the Closing. Should Seller fail to remove the Excluded Assets as required by this Section, Buyer shall have the right, but not the obligation, (a) to remove the Excluded Assets at Seller's sole cost and expense; (b) to store the Excluded Assets and to charge Seller all storage costs associated therewith; (c) to treat the Excluded Assets as unclaimed and to proceed to dispose of the same under the laws governing unclaimed property; or (d) to exercise any other right or remedy conferred by this Agreement or otherwise available at law or in equity. Seller shall promptly reimburse Buyer for all costs and expenses incurred by Buyer in connection with any Excluded Assets not removed by Seller on or before the Closing Date.
Removing Excluded Assets. On or before the Closing Date, Seller shall remove all Excluded Assets from all Facilities and other Real Property to be occupied by Buyer. Such removal shall be done in such manner as to avoid any damage to the Facilities and other properties to be occupied by Buyer and any disruption of the business operations to be conducted by Buyer after the Closing. Any damage to the Assets or to the Facilities resulting from such removal shall be paid by Seller at the Closing.
Removing Excluded Assets. Within ten (10) Business Days after the Closing Date, Seller shall remove all Excluded Assets from all Facilities and other Real Property to be occupied by Buyer. Such removal shall be done in such manner as to avoid any damage to the Facilities and other properties to be occupied by Buyer and any disruption of the Business operations to be conducted by Buyer after the Closing. Any damage to the Purchased Assets or to the Facilities resulting from such removal shall be paid by Seller at the Closing. Should Seller fail to remove the Excluded Assets as required by this Section, Buyer shall have the right, but not the obligation, (a) to remove the Excluded Assets at Seller’s sole cost and expense; (b) to store the Excluded Assets and to charge Seller all storage costs associated therewith; (c) to treat the Excluded Assets as unclaimed and to proceed to dispose of the same under the laws governing unclaimed property; or (d) to exercise any other right or remedy conferred by this Agreement or otherwise available at law or in equity; provided that Buyer provide written notice and fourteen (14) days for Seller to cure (by removing, relocating to an agreed-upon area until safe removal is possible, or otherwise) prior to taking such action. Seller shall promptly reimburse Buyer for all costs and expenses incurred by Buyer in connection with any Excluded Assets not removed by Seller within ten (10) Business Days of the Closing Date.
Removing Excluded Assets. Promptly following the Closing Date, Optiant shall remove all Excluded Assets from all facilities and other real property to be occupied by NEWCO. Such removal shall be done in such manner as to avoid any damage to the facilities and other properties to be occupied by NEWCO and any disruption of the business operations to be conducted by NEWCO after the Closing. Any damage to the Assets or to the facilities resulting from such removal shall be paid by Optiant. Should Optiant fail to remove the Excluded Assets as required by this Section, NEWCO shall have the right, but not the obligation, to:
(i) remove the Excluded Assets at Optiant’s sole cost and expense;
(ii) store the Excluded Assets and to charge Optiant all storage costs associated therewith;
(iii) treat the Excluded Assets as unclaimed and to proceed to dispose of the same under the Laws governing unclaimed property; or
(iv) exercise any other right or remedy conferred by this Agreement or otherwise available at law or in equity. Optiant shall promptly reimburse NEWCO for all costs and expenses incurred by NEWCO in connection with any Excluded Assets not removed by Optiant promptly following the Closing Date.
Removing Excluded Assets. Promptly following Closing, but in any event within thirty (30) days following Closing, Sellers shall use their respective reasonable best efforts to remove all Excluded Assets from the Leased Real Property.
Removing Excluded Assets. Within 90 days following the Closing Date, weather permitting, the Sellers will remove all Excluded Assets, including those set forth on Schedule 2.2, from the Real Property. Such removal will be done in such manner as to avoid any material damage to the Real Property and any disruption of the business operations to be conducted by Buyers after the Closing. If the Sellers fail to remove the Excluded Assets as required by this Section 5.12, Buyers will have the right, but not the obligation, (a) to remove the Excluded Assets at the Sellers’ sole cost and expense; (b) to store the Excluded Assets and to charge the Sellers all storage costs associated therewith; (c) to treat the Excluded Assets as unclaimed and to proceed to dispose of the same under the laws governing unclaimed property; or (d) to exercise any other right or remedy conferred by this Agreement or otherwise available at law or in equity. The Sellers will promptly reimburse Buyers for all costs and expenses incurred by Buyers in connection with any Excluded Assets not removed by the Sellers on or before the Closing Date.
Removing Excluded Assets. Within ninety (90) days after the Closing Date, CGI shall, at its sole cost and expense, remove all Excluded Assets from all facilities and other owned real property and Leased Real Property to be occupied by the Buyer. Such removal shall be done in such manner as to avoid any damage to the facilities and other properties to be occupied by Buyer and any disruption of the business operations to be conducted by the Buyer after the Closing. Should CGI fail to remove the Excluded Assets as required by this Section, the Buyer shall have the right, but not the obligation, to (a) remove the Excluded Assets at CGI’s sole cost and expense, payable via offset against the Excess Consideration Note, if the Excluded Assets have been identified by the Buyer within sixty (60) days of the Closing; (b) store the Excluded Assets and to charge CGI all storage costs associated therewith; (c) treat the Excluded Assets as unclaimed and to proceed to dispose of the same under the laws governing unclaimed property; or (d) exercise any other right or remedy conferred by this Agreement or otherwise available at law or in equity.
Removing Excluded Assets. Within thirty (30) days after the Closing Date, Seller shall remove all Excluded Assets from all facilities and other real property to be occupied by Buyer. Such removal shall be done in such manner as to avoid any Material damage to the facilities and other properties to be occupied by Buyer and any Material disruption of the business operations to be conducted by Buyer after the Closing. Any Material damage to the Purchased Assets or to the facilities resulting from such removal shall be paid promptly by Seller to Buyer. Should Seller fail to remove the Excluded Assets as required by this Section, Buyer shall have the right, but not the obligation, to remove the Excluded Assets at Seller's sole reasonable cost and expense to store the Excluded Assets and to charge Seller all reasonable storage costs associated therewith. Seller shall promptly reimburse Buyer for all reasonable costs and expenses incurred by Buyer in connection with any Excluded Assets not removed by Seller on or before the 30th day following the Closing Date upon presentation of reasonable evidence of same.
Removing Excluded Assets. On or before the Closing Date, Company and Suzhou, as the case maybe, shall remove the Excluded Assets located at the Facilities and listed on Schedule 2.2(m). Such removal shall be done in such manner as to avoid any damage to the Facilities and other Assets and to avoid any disruption of the business operations to be conducted by Buyer after the Closing. Any damage to the Facilities or other Assets resulting from such removal shall be paid by Company at the Closing. Should Company or Suzhou, as the case may be, fail to remove the Excluded Assets as required by this Section 10.5, Buyer shall have the right, but not the obligation, (a) to remove the Excluded Assets at Company’s or Suzhou’s, as the case may be, sole cost and expense; (b) to store the Excluded Assets and to charge Company or Suzhou, as the case may be, all storage costs associated therewith; (c) to treat the Excluded Assets as unclaimed and to proceed to dispose of the same under the laws governing unclaimed property; or (d) to exercise any other right or remedy conferred by this Agreement or otherwise available at law or in equity. Company or Suzhou, as the case may be, shall promptly reimburse Buyer for all costs and expenses incurred by Buyer in connection with any Excluded Assets not removed by Company or Suzhou, as the case may be, on or before the Closing Date. Sellers shall also not cause or permit any mechanics or similar liens to be filed against any Real Property as a result of any of the foregoing removal and repair of damage by or on behalf of either Seller.
Removing Excluded Assets. Seller shall use its best efforts to remove all Excluded Assets from all facilities of the Business to be occupied by Buyer after the Closing. Such removal shall be done in such manner as to avoid any damage to such facilities and other properties to be occupied by Buyer and any disruption of the business operations to be conducted by Buyer after the Closing. Any Material damage to the Acquired Assets or to such facilities resulting from such removal shall be paid by Seller at the Closing. Should Seller fail to remove the Excluded Assets as required by this provision, Buyer shall have the right, but not the obligation, (a) to remove the Excluded Assets at Seller’s sole cost and expense; or (b) to store the Excluded Assets and to charge Seller all storage costs associated therewith. Seller shall promptly reimburse Buyer for all costs and expenses incurred by Buyer in connection with any Excluded Assets not removed by Seller on or before the Closing Date. No breach of this Section 4.8 shall be deemed a breach of this Agreement. Asset Purchase Agreement – 2024 Human Bees, Inc. & ShiftPixy, Inc. Page 40 of 61
