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

Sale and Purchase of Specified Assets. On the Closing Date (as defined in Section 10.1), effective to the fullest extent possible at 12:01 a.m. EST on the Effective Date and subject to the other terms and conditions of this Agreement, Seller shall sell, transfer, assign and convey to Buyer, and Buyer shall purchase, all right, title and interest in and to all of the Specified Assets (as defined in Section 2.1.1) free and clear of any Encumbrances, and Seller shall assign to Buyer, and Buyer shall assume, the Specified Liabilities of Seller (as defined in Section 2.1.2).

Sale and Purchase of Specified Assets. On the Closing Date (as defined in Section 10.16.1), effective to the fullest extent possible at 12:01 a.m. 5:00 p.m. EST on the Effective Date (as defined in Section 6.1), and subject to the other terms and conditions of this Agreement, Seller the Sellers shall sell, transfer, assign and convey to BuyerBuyers, and Buyer Buyers shall purchase, all right, title and interest in and to all of the Specified Assets (as defined in Section 2.1.1) free and clear of any Encumbrances), and Seller Sellers shall assign to BuyerBuyers, and Buyer Buyers shall assume, the Specified Liabilities of Seller Sellers (as defined in Section 2.1.2).

Sale and Purchase of Specified Assets. On the Closing Date (as defined in Section 10.18.1), effective to the fullest extent possible at 12:01 a.m. EST 5:00 p.m. EDT on the Effective Date (as defined in Section 8.1), and subject to the other terms and conditions of this Agreement, the Seller shall sellhereby sells, transfertransfers, assign assigns and convey conveys to Buyer, and Buyer shall purchasehereby purchases, all right, title and interest in and to all of the Specified Assets (as defined in Section 2.1.1) free and clear of any Encumbrances), and Seller shall assign hereby assigns to Buyer, and Buyer shall assumehereby assumes, the Specified Liabilities of Seller (as defined in Section 2.1.2).

Sale and Purchase of Specified Assets. On the Closing Date, effective to the fullest extent possible at 5:00 p.m. EST on the Effective Date (as defined in Section 10.1), effective to the fullest extent possible at 12:01 a.m. EST on the Effective Date and subject to the other terms and conditions of this Agreement, Seller shall sell, transfer, assign and convey to Buyer, and Buyer shall purchase, all of Seller's right, title and interest in and to all of the Specified Assets (as defined in Section 2.1.1) free and clear of any Encumbrances), and Seller shall assign to Buyer, and Buyer shall assume, the Specified Liabilities of Seller (as defined in Section 2.1.2).

Sale and Purchase of Specified Assets. On the Closing Date, ------------------------------------- effective to the fullest extent possible at 5:00 p.m. EST on the Effective Date (as defined in Section 10.1), effective to the fullest extent possible at 12:01 a.m. EST on the Effective Date and subject to the other terms and conditions of this Agreement, Seller shall sell, transfer, assign and convey to Buyer, and Buyer shall purchase, all of Seller's right, title and interest in and to all of the Specified Assets (as defined in Section 2.1.1) free and clear of any Encumbrances), and Seller shall assign to Buyer, and Buyer shall assume, the Specified Liabilities of Seller (as defined in Section 2.1.2).