Transfer at Closing. Upon the terms and subject to the conditions of this Agreement, immediately after the Closings, Renova shall deposit or cause to be deposited into an escrow account (the “Escrow Account”) established pursuant to that certain Escrow Agreement, entered into concurrently herewith, by and among Citibank, N.A. (“Citibank”), Renova and EMYC Sub (the “Omnibus Escrow Agreement”), an amount in cash equal to US$5,000,000.
Transfer at Closing. At the closing referred to in section 3, the Stockholders shall transfer to XXXX, and XXXX shall acquire from the Stockholders, the Shares, free and clear of all Liens (as defined herein).
Transfer at Closing. At the Closing, Seller shall sell, transfer, assign and convey to Purchaser the Stock. If any Seller should refuse or fail to deliver the Stock at the Closing, Purchaser shall at its sole discretion have the option to accept delivery of such shares of the Stock as are delivered at the Closing (without losing any rights Purchaser may have hereunder or at law or in equity against Seller for refusing or failing to make such delivery) or to terminate the transactions contemplated by this Agreement without any further liability to Purchaser.
Transfer at Closing. Pursuant to the terms and subject to the conditions hereof, at the Closing, Seller shall transfer the Purchased Assets to Purchaser pursuant to a Xxxx of Sale and Assignment in the form of EXHIBIT 1.3 and convey good, indefeasible and fee simple title to the Real Property pursuant to bargain and sale deeds with covenants against grantor's acts, free and clear of all liabilities, obligations, liens and encumbrances ("Encumbrances") excepting only those Encumbrances described on the DISCLOSURE SCHEDULE and agreed to be assumed by Purchaser, Encumbrances of record (other than mortgages and other recorded liens) that relate to the Real Property, or Encumbrances assumed pursuant to the Liabilities Undertaking (as hereinafter defined).
Transfer at Closing. Section 8.01. Seller shall convey to Buyer title to the Property, the Appurtenances and the Improvements by duly executed and acknowledged deed. Evidence of delivery of title shall be the Title Company's irrevocable commitment to issue to the Buyer, effective as of the date and time the Deed is recorded, an ALTA extended coverage Owner’s Policy of Title Insurance with coverage in the amount of the Purchase Price, insuring that fee simple title to the Property and title to the Improvements and to the Appurtenances is vested in Buyer subject only to the Permitted Exceptions (the “Title Policy”).
Transfer at Closing. At the Closing, the Company shall sell, convey, transfer, deliver and assign to Buyer free and clear of all Encumbrances (other than Permitted Liens existing as of the date hereof), subject to and in accordance with the provisions of this Agreement, all of the Purchased Assets and Buyer shall assume the Assumed Liabilities.
Transfer at Closing. At the Closing, Seller shall assign, transfer or otherwise convey the Purchased Assets to Purchaser free and clear of all liabilities, obligations, liens and encumbrances whatsoever.
Transfer at Closing. At the time of the closing, Seller shall transfer to Buyer, free and clear of any lien or encumbrance (except as otherwise provided herein), all of the Assets identified on Exhibit A. Upon Buyer's demand, Seller shall execute and deliver all other documents necessary to give full effect to the terms of this Agreement.
Transfer at Closing. At the Closing, Seller shall sell, transfer, assign and convey to Purchaser the Stock
Transfer at Closing. Certificates evidencing the Shares shall be delivered by Sellers to Purchaser and shall be duly endorsed in blank for transfer or accompanied by appropriate stock powers duly endorsed in blank for transfer.
