Sale and Transfer of Purchased Assets. The Sellers hereby sell, convey, assign, transfer and deliver to the Purchaser all of the Purchased Assets.
Sale and Transfer of Purchased Assets. Effective as of the Closing, Seller hereby sells, transfers, conveys, assigns, grants and delivers to Buyer, free and clear of all Liens, except Permitted Liens, all of its right, title and interest in and to the Purchased Assets, upon the terms and conditions set forth in the Asset Purchase Agreement.
Sale and Transfer of Purchased Assets. (a) Subject to and upon the terms and conditions of this Agreement, at the Closing, Seller will sell, transfer, convey and assign, and will cause the Assigning Subsidiaries to sell, transfer, convey and assign, to Purchaser (or its designees), and Purchaser (or its designees) will purchase and acquire from Seller or the applicable Assigning Subsidiary (all such transactions, collectively, the "Transfer") all of their right, title and interest in the Purchased Assets as hereinafter defined, free and clear of all liens, charges, claims, security interests, pledges, rights of first refusal, restrictions and other encumbrances ("Liens"), other than the Permitted Encumbrances. The assets to be acquired (the "Purchased Assets") consist of the following:
Sale and Transfer of Purchased Assets. Pursuant to the Purchase Agreement, the County hereby irrevocably sells, assigns, transfers, conveys, and delivers to the Buyer and its successors and assigns, to have and to hold forever, all right, title and interest in and good and marketable title to, free and clear of all liens or encumbrances of any kind or nature whatsoever, to the Purchased Assets, including, without limitation, those set forth on Exhibit A hereto.
Sale and Transfer of Purchased Assets. (a) Subject to and upon the terms and conditions of this Agreement, at the Closing Seller will sell, transfer, convey and assign, and will cause the Assigning Subsidiaries to sell, transfer, convey and assign, to Purchaser, and Purchaser will purchase and acquire from Seller or the applicable Assigning Subsidiary (the "Transfer") all of their right, title and interest in the Purchased Assets, free and clear of all liens, charges, claims, security interests, pledges, rights of first refusal, restrictions and other encumbrances ("Liens"), other than the Permitted Encumbrances. The Purchased Assets consist of the following:
Sale and Transfer of Purchased 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 Seller’s properties and assets described below, whether now owned or hereafter acquired (collectively, the “Purchased Assets”):
Sale and Transfer of Purchased Assets. For good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, and as contemplated by that certain Asset Purchase Agreement dated as of , 2015 (the “Purchase Agreement”), by and among ACSH MEDICAL MANAGEMENT, LLC, a Delaware limited liability company (“Buyer”), MEDAC HEALTH SERVICES, P.A., a North Carolina professional corporation (“Seller”), each of the shareholders of Seller, and XXXXX X. XXXXX, MD, Seller hereby sells, assigns, transfers, conveys and delivers to Buyer, effective as of 11:59 p.m. Atlanta, Georgia time on , 2015 (the “Closing Date”), all of Seller’s right, title and interest in and to the Purchased Assets. Capitalized terms used and not defined herein shall have the meaning ascribed thereto in the Purchase Agreement.
Sale and Transfer of Purchased Assets. For good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, and as contemplated by Section 2.1.1 of the Purchase Agreement, Seller hereby absolutely and irrevocably sells, transfers, conveys, assigns, grants, confirms and delivers to Buyer, its successors and assigns, effective as of the Closing Date, all of Seller's right, title and interest in and to all the Purchased Assets, to have and to hold all said rights, title and interest hereby assigned, transferred and conveyed unto Buyer, its successors and assigns, forever.
Sale and Transfer of Purchased Assets. In exchange for Purchaser’s payment today of FIVE HUNDRED THOUSAND DOLLARS ($500,000.00), paid to Seller’s lender, Branch Banking and Trust Company (“Lender”), as required in the Lender’s consent, in accordance with the following wire transfer instructions: Bank: Branch Banking and Trust Company ABA: 000000000 Ref: TVI Corporation Acct. # 0000153234248 Notify: Xxxxx Xxxxxxx (000) 000-0000 and for other good and valuable consideration the receipt, adequacy and legal sufficiency of which are hereby acknowledged, Seller hereby sells, transfers, assigns, conveys, grants and delivers to Purchaser, effective as of the Effective Date, all of Seller’s right, title and interest in and to all of the assets described on Schedule A hereto (the “Purchased Assets”). To the extent applicable, Purchaser shall pay for any and all costs of transporting the Purchased Assets, and Purchaser shall make immediate arrangements for such transport. Each party shall bear one-half of all sales, transfer and documentary stamp taxes imposed upon the transfer of the Purchased Assets.
Sale and Transfer of Purchased Assets. The Seller hereby sells, conveys, transfers, assigns and delivers to the Purchaser all of the Seller’s right, title and interest in and to the Purchased Assets, effective as of the Effective Time. For the avoidance of doubt, the Parties acknowledge that the Seller is not hereby selling, conveying, transferring, assigning or delivering to the Purchaser the Excluded Assets.
