Common use of Sale of Transferred Assets Clause in Contracts

Sale of Transferred Assets. Seller shall sell, assign, transfer, convey and deliver to Purchaser, at the Closing (as defined in Section 1.7), all of Seller’s ownership, rights and interest in and to the following properties, rights, interests and tangible and intangible assets (the “Transferred Assets”), free of any Encumbrances (other than Permitted Encumbrances), on the terms and subject to the conditions set forth in this Agreement:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Accelrys, Inc.), Asset Purchase Agreement (Symyx Technologies Inc)

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Sale of Transferred Assets. The Seller shall sell, assign, transfer, convey and deliver to Purchaser, the Purchaser at the Closing (as defined in Section 1.71.4), all of Seller’s ownership, rights good and interest in and valid title to the following properties, rights, interests and tangible and intangible assets Transferred Assets (the “Transferred Assets”as defined below), free of any Encumbrances (other than Permitted Encumbrances), on the terms and subject to the conditions set forth in this Agreement. For purposes of this Agreement, "Transferred Assets" means the following assets:

Appears in 1 contract

Samples: Asset Purchase Agreement (Clone Algo Inc.)

Sale of Transferred Assets. At the Closing (as defined in Section 1.7), the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, at and the Closing (as defined in Section 1.7)Purchaser shall purchase and acquire from the Seller, all of Seller’s ownership, rights and interest in and to the following properties, rights, interests and tangible and intangible assets (the “Transferred Assets”), free of any Encumbrances (other than Permitted Encumbrances), on the terms and subject to the conditions set forth in this Agreement:. For purposes of this Agreement, “Transferred Assets” shall mean the following assets and properties of the Seller existing as of the Closing (but excluding the Excluded Assets (as defined below)):

Appears in 1 contract

Samples: Asset Purchase Agreement (Momenta Pharmaceuticals Inc)

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Sale of Transferred Assets. At the Closing, on the terms set forth in this Agreement, the Seller shall sellcause to be sold, assigntransferred, transferassigned, convey conveyed and deliver delivered to the Purchaser, at and the Closing (as defined in Section 1.7)Purchaser shall purchase, acquire and accept, all of Seller’s ownershipthe right, rights title and interest of the Seller and the Seller Subsidiaries as of the Closing Date in and to the following properties(wherever located and whether or not reflected on the Books and Records of the Seller and in each case free and clear of any Encumbrances, rights, interests and tangible and intangible assets other than Permitted Liens) (the “Transferred Assets”), free of any Encumbrances (other than Permitted Encumbrances), on the terms and subject to the conditions set forth in this Agreement:):

Appears in 1 contract

Samples: Asset Purchase Agreement (Ditech Communications Corp)

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