Transfer of Subject Assets. Seller shall deliver or cause to be delivered to Purchaser good and sufficient instruments of transfer transferring to Purchaser title to all of the Assets, together with all required consents. Such instruments of transfer (a) shall contain appropriate warranties and covenants which are usual and customary for transferring the type of property involved under the laws of the jurisdictions applicable to such transfers, (b) shall be in form and substance reasonably satisfactory to Purchaser and its counsel, (c) shall effectively vest in Purchaser good and marketable title to all of the Assets free and clear of all Liens (as hereafter defined), and (d) where applicable, shall be accompanied by evidence of the discharge of all Liens against the Assets.
Appears in 3 contracts
Samples: Asset Purchase Agreement (WPCS International Inc), Asset Purchase Agreement (Titan Global Holdings, Inc.), Asset Purchase Agreement (Roo Group Inc)
Transfer of Subject Assets. At the Closing, Seller shall deliver or cause to be delivered to Purchaser Buyer good and sufficient instruments of transfer transferring to Purchaser Buyer title to all of the Assets, together with all required consents. Such instruments of transfer (a) shall contain appropriate warranties and covenants which are usual and customary for transferring the type of property involved under the laws of the jurisdictions applicable to such transfers, (b) shall be in form and substance reasonably satisfactory to Purchaser Buyer and its counsel, (c) shall effectively vest in Purchaser Buyer good and marketable title to all of the Assets free and clear of all Liens (as hereafter defined)Liens, and (d) where applicable, shall be accompanied by evidence of the discharge of all Liens against the Assets.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Voyager Net Inc), Asset Purchase Agreement (Voyager Net Inc), Asset Purchase Agreement (Voyager Net Inc)
Transfer of Subject Assets. Seller shall deliver or cause to be delivered to Purchaser Buyer good and sufficient instruments of transfer transferring to Purchaser Buyer title to all of the Assets, together with all required consents. Such instruments of transfer (a) shall contain appropriate warranties and covenants which are usual and customary for transferring the type of property involved under the laws of the jurisdictions applicable to such transfers, (b) shall be in form and substance reasonably satisfactory to Purchaser Buyer and its counsel, (c) shall effectively vest in Purchaser Buyer good and marketable title to all of the Assets free and clear of all Liens (as hereafter defined)Liens, and (d) where applicable, shall be accompanied by evidence of the discharge of all Liens against the Assets. Buyer agrees and acknowledges that the form of instrument of transfer attached hereto as Exhibit A is acceptable.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Consorteum Holdings, Inc.), Asset Purchase Agreement (Media Exchange Group, Inc.)
Transfer of Subject Assets. Seller shall deliver or cause to be delivered to Purchaser Acquisition Sub good and sufficient instruments of transfer transferring to Purchaser Acquisition Sub title to all of the Assets, together with all required consents. Such instruments of transfer (a) shall contain appropriate warranties and covenants which are usual and customary for transferring the type of property involved under the laws of the jurisdictions applicable to such transfers, (b) shall be in form and substance reasonably satisfactory to Purchaser Acquisition Sub and its counsel, (c) shall effectively vest in Purchaser Acquisition Sub good and marketable title to all of the Assets free and clear of all Liens (as hereafter defined), and (d) where applicable, shall be accompanied by evidence of the discharge of all Liens against the Assets.
Appears in 2 contracts
Samples: Asset Purchase Agreement (TheRetirementSolution.com, Inc.), Asset Purchase Agreement (Ventures National Inc)
Transfer of Subject Assets. Seller shall deliver or cause to be delivered to Purchaser Buyer good and sufficient instruments of transfer transferring to Purchaser Buyer title to all of the Assets, together with all required consents. Such instruments of transfer (a) shall contain appropriate warranties and covenants which are usual and customary for transferring the type of property involved under the laws of the jurisdictions applicable to such transfers, (b) shall be in form and substance reasonably satisfactory to Purchaser Buyer and its counsel, (c) shall effectively vest in Purchaser Buyer good and marketable title to all of the Assets free and clear of all Liens (as hereafter defined)Liens, and (d) where applicable, shall be accompanied by evidence of the discharge of all Liens against the Assets. Buyer agrees and acknowledges that the form of instrument of transfer attached hereto as Exhibit B is acceptable.
Appears in 1 contract
Samples: Asset Purchase Agreement (Digicorp)
Transfer of Subject Assets. Seller shall deliver or cause to be delivered to Purchaser Buyer good and sufficient instruments of transfer transferring to Purchaser Buyer title to all of the Assets, together with all required consents. Such instruments of transfer (a) shall contain appropriate warranties and covenants which are usual and customary for transferring the type of property involved under the laws of the jurisdictions applicable to such transfers, (b) shall be in form and substance reasonably satisfactory to Purchaser Buyer and its counsel, (c) shall effectively vest in Purchaser Buyer good and marketable title to all of the Assets free and clear of all Liens (as hereafter defined)Liens, and (d) where applicable, shall be accompanied by evidence of the discharge of all Liens against the Assets. Buyer agrees and acknowledges that the form of instrument of transfer attached hereto as Exhibit 1.8 is acceptable.
Appears in 1 contract
Samples: Asset Purchase Agreement (Vertical Health Solutions Inc)