Common use of Acquired Assets Clause in Contracts

Acquired Assets. In accordance with the terms and conditions of this Agreement, Seller shall sell, transfer, convey and assign to Buyer and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forth, all of Seller's right, title and interest in and to the Acquired Assets, free and clear of all Encumbrances (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”

Acquired Assets. In accordance with Subject to the terms and conditions of this Agreement, at and as of the Closing, Seller shall sell, transferassign, convey convey, transfer and assign deliver to Buyer Purchaser, and Buyer Purchaser shall purchase, acquire and accept on the Closing Date, as hereinafter set forthtake assignment and delivery of, all of the assets (wherever located) (other than the Excluded Assets) that are owned by Seller or that are used by Seller in the Business, in each case free and clear of all Liens, including all of Seller's ’s right, title and interest in and to the Acquired Assets, free and clear of all Encumbrances (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”following:

Acquired Assets. In accordance with On the terms and subject to the conditions of set forth in this Agreement, at the Closing, Seller shall sell, assign, transfer, convey and assign deliver to Buyer Purchaser, and Buyer Purchaser shall purchase, acquire purchase and accept on the Closing Datefrom Seller, as hereinafter set forthfree and clear of all Liens, all of Seller's ’s right, title and interest in and to all of the Acquired assets of Seller (other than the Excluded Assets), free and clear of all Encumbrances including without limitation the following (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.Assets”):

Acquired Assets. In accordance with Subject to the terms and conditions of this Agreement, at Closing, Purchaser shall purchase from Seller, and Seller shall sell, transferconvey, convey assign, transfer and assign deliver to Buyer Purchaser, good and Buyer shall purchasemarketable title to all of the assets and properties owned by it or used by it in the operation of the Business, acquire whether tangible or intangible, including the Books and accept on Records, the Closing DateIntellectual Property, as hereinafter set forthtelephone numbers, all goodwill associated with the Business, all rights, claims and causes of Seller's rightaction of Seller against others, title and interest in and to all rights of Seller under the Contracts, but specifically excluding the Excluded Assets (collectively, the "Acquired Assets, free and clear of all Encumbrances (as defined below"). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”

Acquired Assets. In accordance with On the terms and subject to the conditions of set forth in this Agreement, at the Closing, Seller shall sell, transferassign, transfer and convey and assign to Buyer Buyer, and Buyer shall purchasepurchase and acquire from Seller, acquire and accept on the Closing Date, as hereinafter set forth, all of Seller's right, title and interest in and to the Acquired Assets, free and clear of all Encumbrances (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired BusinessAssets”.”

Acquired Assets. In accordance with Subject to and upon the terms and conditions of set forth in this Agreement, as of the Closing, the Seller shall sell, transfer, convey convey, assign and assign deliver to Buyer the Buyer, and the Buyer shall purchase, acquire and accept on purchase from the Closing Date, as hereinafter set forthSeller, all of the Seller's ’s right, title and interest in, to and under all of the business of, and all of the assets and properties related to, and used in and to or held for use in the Acquired Assets, free and clear operation of all Encumbrances (as defined below). For conveniencethe business of, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as of every kind, character and description, whether tangible, intangible, personal or mixed, and wherever located (the “Acquired BusinessAssets”).”

Acquired Assets. In accordance with Upon the terms and subject to the conditions of set forth in this Agreement, at the Closing, the Seller shall sell, transferconvey, convey assign, transfer and assign deliver (or cause to Buyer be sold, conveyed, assigned, transferred and delivered) to the Buyer, and the Buyer shall purchase, purchase and acquire and accept on from the Closing Date, as hereinafter set forthSeller, all of the Seller's right, title and interest in and to the Acquired Assets, free and clear of all Encumbrances any Liens (as defined belowother than any Permitted Liens). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”

Acquired Assets. In accordance with Subject to the terms and conditions of this Agreement, at the Closing, Buyer shall purchase, assume and accept from Seller and Seller shall convey, sell, transfer, convey assign and assign deliver to Buyer and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forthBuyer, all of Seller's right, its right title and interest in and to the Acquired Assets, free and clear of all Encumbrances (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”

Acquired Assets. In accordance with Upon the terms and subject to the conditions of this Agreement, each Seller shall sell, transferassign, transfer and convey and assign to Buyer and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forth, all of Seller's right, title and interest in and to the Acquired Assetsat Closing, free and clear of all Encumbrances Liens and Other Encumbrances, all of such Seller’s right, title and interest in, to and under the assets listed below (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.Assets”), and Buyer shall purchase such Acquired Assets and assume the Assumed Liabilities:

Acquired Assets. In accordance with Upon the terms and conditions of contained in this Agreement, Seller Sellers shall sell, transfer, convey and assign to Buyer Buyer, and Buyer shall purchasepurchase and acquire from Sellers, acquire and accept on at the Closing Date, as hereinafter set forth, all of Seller's right, title and interest in and to the Acquired Assets, free and clear of all Encumbrances (as defined below). For convenienceClosing, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired BusinessShares.”

Acquired Assets. In accordance with Subject to the terms and conditions of this Agreement, at the Closing (defined below), Seller shall sell, assign, transfer, convey and assign deliver to Buyer Buyer, and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forth, take assignment and delivery of all of Seller's rightthe assets, title properties, contractual rights, goodwill, going concern value, rights and interest in and claims owned, leased or licensed by or to Seller (wherever located) that are primarily used in, primarily held for use in, or primarily related to, the Business (except for the Excluded Assets) (collectively, the “Acquired Assets”), free and clear of all Encumbrances (as defined below). For convenienceLiens, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”including:

Acquired Assets. In accordance with (a) On the terms terms, and subject to the conditions of this Agreement, on the Closing Date, Seller shall sell, assign, transfer, convey and assign deliver to Buyer Buyer, and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forth, purchase from Seller all of Seller's the right, title and interest of Seller in and to all tangible and intangible assets, properties and rights used in connection with or otherwise related to the operation of the Business (such assets, properties and rights being referred to herein as the "Acquired Assets"), free and clear of all Encumbrances (as defined below). For convenienceincluding, without limitation, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”following assets, properties and rights:

Acquired Assets. In accordance with On and subject to the terms and conditions of this Agreement, Seller at the Closing (as defined herein) Buyer shall purchase from Sellers, and Sellers shall sell, transfer, convey convey, and assign deliver to Buyer and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forthBuyer, all of Seller's right, title and interest in and the Assets of the Sellers primarily relating to the Business that are specified on Part 1 of Schedule 1(a) hereto (the "Acquired Assets"), free and clear of all Encumbrances mortgages, pledges, liens, encumbrances or other security interests created by or through any of the Sellers (as defined belowall of the foregoing, "Liens"). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”

Acquired Assets. In accordance with Subject to and upon the terms and conditions of set forth in this AgreementAgreement and in the Operative Agreements, Seller shall at the Closing, the Sellers will sell, transfer, convey convey, assign and assign deliver to Buyer the Purchaser, and Buyer shall the Purchaser will purchase, acquire and accept assume from the Sellers, on the Closing Datean “as-is, as hereinafter set forthwhere-is, with all faults” basis, all of Seller's right, title and interest in of the Sellers in, to and to under the Acquired Assetsfollowing assets of the Sellers, free and clear of all Encumbrances as the same shall exist on the Closing Date (as defined below). For conveniencecollectively, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.Assets”), and no others:

Acquired Assets. In accordance with Subject to the terms and conditions of set forth in this Agreement, at the Closing (as defined in Section 4.1 hereof), the Seller shall sell, transferconvey, convey assign, transfer and assign deliver to Buyer the Buyer, and the Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forthtake assignment and delivery of, all of Seller's right, title and interest the assets of the Seller (other than the Excluded Assets specified in and Section 1.2 hereof) (all of which assets are hereinafter referred to collectively as the "Acquired Assets, free and clear of all Encumbrances (as defined below"). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”

Acquired Assets. In accordance with On and subject to the terms and conditions of this Agreement, Buyer shall purchase from Seller, and Seller shall sell, transfer, convey and assign deliver to Buyer and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forthBuyer, all of Seller's right, title and interest in and to the Acquired Assets, free and clear of all Encumbrances following assets (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes collectively referred to as the “"Acquired Business.”Assets"); provided, however, that the Acquired Assets will not include any Excluded Assets:

Acquired Assets. In accordance with Upon the terms and subject to the conditions of set forth in this Agreement, at the Closing and effective as of the date set forth in the applicable b▇▇▇ of sale, Seller shall shall, except to the extent excluded by Section 2.2, sell, transfer, convey assign, and assign deliver to Buyer and Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forth, all of Seller's right, title and interest in and to the Acquired AssetsBuyer, free and clear of all Encumbrances (as defined below). For convenienceother than Permitted Encumbrances, the business conducted by Seller with respect all of Seller’s right, title, and interest in and to the Acquired Assets is sometimes following assets and property of the Business (all such assets and property shall herein be referred to collectively as the “Acquired Business.Assets”):

Acquired Assets. In accordance with Subject to the terms and conditions of set forth in --------------- this Agreement, the Seller shall sell, transferassign, convey transfer and assign deliver to Buyer the Buyer, and the Buyer shall purchase, acquire and accept on the Closing Date, as hereinafter set forth, take assignment and delivery of all of Seller's right, title and interest the assets set forth in and Exhibit A (all of which assets are hereinafter referred to collectively as the "Acquired Assets, free and clear of all Encumbrances (as defined below"). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.”

Acquired Assets. In accordance with On the terms and subject to the conditions of set forth in this Agreement, at the Closing (except as otherwise provided below), the Seller Companies shall sell, transferconvey, convey assign, transfer and assign deliver to Buyer Purchaser and Buyer Purchaser shall purchase, acquire and accept on from the Closing DateSeller Companies, as hereinafter set forthfree and clear of any and all Liens, other than Permitted Liens, all of Seller's the Seller Companies’ right, title and interest in and to the Acquired Assetsfollowing assets (collectively, free and clear of all Encumbrances (as defined below). For convenience, the business conducted by Seller with respect to the Acquired Assets is sometimes referred to as the “Acquired Business.Assets”):