Transfer of Title and Delivery. (a) At Closing, Seller shall transfer the Assets to Buyer by a Xxxx of Sale substantially in the form set forth in Exhibit B attached hereto and made a part hereof (the "Xxxx of Sale"). (b) Upon execution and delivery of the Xxxx of Sale by Seller and Buyer, and Seller’s receipt of the Purchase Price and Tax Estimate at Closing, (i) Buyer shall be the sole owner of the Assets and shall assume all of the rights and duties of ownership in connection therewith including, without limitation, operation, maintenance and risk of loss, and (ii) the Assets shall be delivered in-situ at the Location. Without limiting the foregoing, Buyer shall be solely responsible for, and agrees to pay, all personal property taxes with respect to the Assets which accrue after the Closing Date.
Appears in 8 contracts
Samples: Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement, Asset Purchase Agreement
Transfer of Title and Delivery. (a) At Closing, Seller shall transfer the Assets to Buyer by a Xxxx Bill of Sale substantially in the form set forth in Exhibit B attached hereto and made a part hereof (the "Xxxx Bill of Sale").
(b) Upon execution and delivery of the Xxxx Bill of Sale by Seller and Buyer, and Seller’s receipt of the Purchase Price and Tax Estimate at Closing, (i) Buyer shall be the sole owner of the Assets and shall assume all of the rights and duties of ownership in connection therewith including, without limitation, operation, maintenance and risk of loss, and (ii) the Assets shall be delivered in-situ at the Location. Without limiting the foregoing, Buyer shall be solely responsible for, and agrees to pay, all personal property taxes with respect to the Assets which accrue after the Closing Date.
Appears in 3 contracts
Samples: Construction Services Agreement, Asset Purchase and Sale Agreement, Asset Purchase Agreement
Transfer of Title and Delivery. (a) At Closing, Seller shall transfer the Assets to Buyer by a Xxxx Bill of Sale substantially in the form set forth in Exhibit B attached hereto and made a part hereof (the "Xxxx Bill of Sale").
(b) Upon execution and delivery of the Xxxx Bill of Sale by Seller and Buyer, and SellerXxxxxx’s receipt of the Purchase Price and Tax Estimate at Closing, (i) Buyer shall be the sole owner of the Assets and shall assume effective at Closing all of the rights and duties of ownership in connection therewith including, without limitation, operation, maintenance and risk of loss, and (ii) the Assets shall be delivered in-in situ at the Location. Without limiting the foregoing, Buyer shall be solely responsible for, and agrees to pay, all personal property taxes with respect to the Assets which accrue after the Closing Date.
Appears in 1 contract
Samples: Asset Purchase Agreement