SALE AND PURCHASE AND TRANSFER OF ASSETS. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Date (as hereinafter defined in Article XI), Seller will sell, convey, assign, transfer and deliver to Purchaser, free and clear of all liens, encumbrances and adverse charges of any nature except for Permitted Liens as defined in Section 5.18 below, and Purchaser will purchase and acquire from Seller, all of Seller’s right, title and interest in and to the Transferred Assets, wherever located, including the following (in each case, except for the Retained Assets as specified in Section 3.01 below):
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Samples: Asset Purchase Agreement (Alion Science & Technology Corp), Asset Purchase Agreement (Beagle Holdings Inc), Asset Purchase Agreement (Alion Science & Technology Corp)