Asset Purchase Documents definition

Asset Purchase Documents means the Asset Purchase Agreement and the other material documents, agreements and instruments executed and delivered in connection therewith, including, without limitation, the License Agreement, the Supply Agreement, the TM Assignment Documents, the Patent Assignment Documents and the Domain Name Assignment Documents (in each case as defined in the Asset Purchase Agreement).

Asset Purchase Documents means the Asset Purchase Agreement and any and all documents executed in connection with or delivered pursuant to the Asset Purchase Agreement.

Asset Purchase Documents means the Asset Purchase Agreement, the ASBA Note, and all other agreements, instruments, certificates, legal opinions, and other documents required to be executed or delivered in connection with the consummation of the transactions contemplated by the Asset Purchase Agreement.

Examples of Asset Purchase Documents in a sentence

• No Default or Event of Default exists or would result from the incurring of any Obligations by any Loan Party or the grant or perfection of the Agent’s Liens on the Collateral or the consummation of the transactions contemplated by the Asset Purchase Documents.

• All material requisite approvals by Governmental Authorities having jurisdiction over the Seller, any Group Member or the other Persons referenced therein with respect to the transactions contemplated by the Asset Purchase Documents have been obtained, and no such approvals impose any conditions to the consummation of the transactions contemplated by the Asset Purchase Documents or to the conduct by any Loan Party of its business thereafter.

• The Loan Parties shall deliver such agreements, documents and instruments reasonably requested by Agent to evidence consummation of the transactions contemplated by the Asset Purchase Documents.

• The Borrower shall cause the Asset Purchase to be consummated in accordance with the terms of the Asset Purchase Documents and applicable requirements of law and shall cause compliance by Asset Purchaser in all material respects with its obligations under the Asset Purchase Documents.

• The Asset Purchase Agreement complies in all material respects with, and the transactions contemplated by the Asset Purchase Documents have been (or, substantially contemporaneously herewith will be) consummated in all material respects in accordance with, all applicable requirements of law.

More Definitions of Asset Purchase Documents

Asset Purchase Documents. The Asset Purchase Agreement and all Exhibits thereto (except for any employment agreements and all noncompetition agreements, other than the one provided by Lender) by and between the parties to the Asset Purchase Agreement.

Asset Purchase Documents means such purchase order or orders, and/or such other or related bills of sale, assignments and contracts, as Medtronic and WGT may execute and deliver relating to the contemplated purchase by WGT from Medtronic of certain assets currently used by Medtronic in the production of Products.

Asset Purchase Documents has the meaning set forth in Section 1.02.

Asset Purchase Documents means, collectively, this Agreement, each Xxxx of Sale, the Escrow Agreement and all other documents, instruments or agreements executed and delivered by any Seller or MCFC for the benefit of the Purchaser in connection therewith.

Asset Purchase Documents means the Asset Purchase Agreement and the Related Agreements. In connection with this opinion, I have examined and relied upon the representations and warranties as to factual matters contained in and made pursuant to the Asset Purchase Documents by the various parties and upon originals or copies certified to my satisfaction of such records, documents, certificates, opinions, memoranda and other instruments as in my judgment are necessary or appropriate to enable me to render the opinion expressed below. Where I render an opinion "to the best of my knowledge" or concerning an item "known to me" or my opinion otherwise refers to my knowledge, it is based solely upon (a) an inquiry by me of the Seller; (b) receipt of a certificate executed by an officer of the Seller covering such matters, and (c) such other investigation, if any, that I specifically set forth herein. In rendering this opinion, I have assumed the genuineness and authenticity of all signatures on original documents; the authenticity of all documents submitted to me as originals; the conformity to originals of all documents submitted to me as copies; the accuracy, completeness and authenticity of certificates of public officials; and the due authorization, execution and delivery of all documents (except the due authorization, execution and delivery by Seller of the Asset Purchase Documents) where authorization, execution and delivery are prerequisites to the effectiveness of such documents. I have also assumed that all individuals executing and delivering documents had the legal capacity to so execute and deliver; that you have received all documents you were to receive under the Asset Purchase Documents; that the Asset Purchase Documents are obligations binding upon you; if you are a corporation or other entity, that you have filed any required California franchise or income tax returns and have paid any required California franchise or income taxes; and that there are no extrinsic agreements or understandings among the parties to the Asset Purchase Documents that would modify or interpret the terms of the Asset Purchase Documents or the respective rights or obligations of the parties thereunder. My opinion is expressed with respect only to the laws of the State of California. I express no opinion as to whether the laws of any particular jurisdiction apply, and no opinion to the extent that the laws of any jurisdiction other than California are applicable to the subject matter hereof. My op...

Asset Purchase Documents means all agreements, documents, and instruments entered into by any of the parties hereto in connection with the transactions contemplated hereby.

Asset Purchase Documents means the Asset Purchase Agreement and all agreements and documents relating thereto;