Common use of Sale and Transfer of Assets Clause in Contracts

Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, Seller shall at the Closing, sell, assign, transfer, convey and deliver to Purchaser, and Purchaser shall purchase and acquire, free and clear of all Encumbrances other than Permitted Encumbrances, from Seller for the Purchase Price, all of Seller’s right, title and interest in and to the Assets set forth on Schedule 2.1 attached hereto and the goodwill of the Business.

Appears in 1 contract

Samples: Asset Purchase Agreement (Senetek PLC /Eng/)

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Sale and Transfer of Assets. Upon Pursuant to and in accordance with the terms and subject to conditions of the conditions set forth in this Purchase Agreement, Seller shall at effective as of the Closing, selleach Seller, assignfor good and valuable consideration received, transferhereby sells, convey transfers, conveys, assigns and deliver delivers to Purchaser, and Purchaser shall purchase and acquire, free and clear of all Encumbrances other than Permitted Encumbrances, from Seller for the Purchase Price, Buyer all of such Seller’s right, title title, and interest in and to the Assets set forth on Schedule 2.1 attached hereto and the goodwill of the BusinessTransferred Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fluent, Inc.)

Sale and Transfer of Assets. Upon Pursuant to and in accordance with the terms and subject to conditions of the conditions set forth in this Purchase Agreement, Seller shall at effective as of the Closing, sellSeller, assignfor good and valuable consideration received, transferhereby sells, convey transfers, conveys, assigns and deliver delivers to Purchaser, and Purchaser shall purchase and acquire, free and clear of all Encumbrances other than Permitted Encumbrances, from Seller for the Purchase Price, Buyer all of Seller’s right, title title, and interest in and to the Assets set forth on Schedule 2.1 attached hereto and the goodwill of the BusinessTransferred Assets.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fluent, Inc.)

Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in of this Agreement, Seller shall at the Closing, Sellers will sell, convey, assign, transfer, convey transfer and deliver to PurchaserBuyer, and Purchaser shall purchase Buyer will purchase, acquire and acquire, free and clear of all Encumbrances other than Permitted Encumbrances, accept from Seller for the Purchase PriceSellers, all of Seller’s their and their Affiliates' right, title and interest in and to certain and specific assets, properties and rights used in or related to the Assets Business, as set forth on Schedule 2.1 attached hereto and below, including those items directly related thereto (collectively, the goodwill of the Business."Acquired Assets"):

Appears in 1 contract

Samples: Asset Purchase Agreement (Transcend Services Inc)

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Sale and Transfer of Assets. Upon the terms and subject to the conditions set forth in this Agreement, Seller shall at the Closing, but effective as of the Effective Time, Seller shall sell, convey, assign, transfer, convey transfer and deliver to PurchaserBuyer, and Purchaser Buyer shall purchase and acquireacquire from Seller, free and clear of all any Encumbrances other than Permitted Encumbrances, from Seller for the Purchase Price, Business of the Facility as a going concern and all of Seller’s 's right, title and interest in and to the Assets set forth on Schedule 2.1 attached hereto and the goodwill of the BusinessAssets.

Appears in 1 contract

Samples: Asset Purchase Agreement

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