Selling Party Acknowledgements Clause Samples

Selling Party Acknowledgements. Each Selling Party acknowledges that (a) the Seller owns the Acquired Assets, including the goodwill of the Business and (b) such Selling Party’s interest in the Acquired Assets represents a substantial interest in the Acquired Assets. Pursuant to this Agreement, the Seller desires to and shall contribute to the Company all of such Seller’s ownership interest in the Acquired Assets and, at the Closing, the Seller shall receive valuable consideration for all of Seller’s ownership interest in the Acquired Assets, and the Selling Parties therefore have a material economic interest in the consummation of the transactions contemplated hereby.