Asset Agreement Clause Samples

An Asset Agreement is a contractual provision that outlines the terms and conditions under which specific assets are transferred, sold, or otherwise conveyed between parties. This clause typically details the types of assets involved—such as equipment, intellectual property, or inventory—the purchase price or consideration, and any representations or warranties regarding the assets' condition or ownership. By clearly defining the scope and terms of the asset transfer, the Asset Agreement clause helps prevent disputes over what is being transferred and ensures both parties understand their rights and obligations regarding the assets.
Asset Agreement. The Management Shareholders shall have acquired certain assets of Consolidated Capital and assumed the PreClosing Liabilities pursuant to the terms of the Asset Agreement and as of the Effective Time Consolidated Capital shall have no liabilities or obligations of any kind other than those arising from this Agreement or the Merger.
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Asset Agreement. The parties expressly acknowledge and agree that certain provisions of the Asset Agreement are incorporated by reference herein, or by their terms otherwise apply hereto and further agree that such provisions shall be given full effect in interpreting and enforcing this Transition Agreement. In the event of any inconsistency between this Transition Agreement and the Asset Agreement, the Asset Agreement shall control.
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Asset Agreement. (1) The Authority must as soon as practicable after this Agreement comes into effect make an asset agreement with the asset controlling governments referred to in clause 54 regarding the management by the Authority of the RMO assets, which is to reflect asset controlling governments’ requirements for accounting for the assets, recording, reporting and audit as well as specific high level requirements in relation to construction, maintenance and operation of assets. (2) The asset agreement must include provisions about accounting for, reporting on and managing the RMO assets. (3) The asset agreement must not be inconsistent with any provision of this Agreement. (4) The asset agreement may be reviewed and amended by agreement between the parties. Note — The Authority may also enter an agreement or an understanding with a Contracting Government or Constructing Authority in relation to operating, maintaining and ensuring the required performance of an asset.
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Asset Agreement. P.C, shall comply with all applicable terms and conditions and give all applicable representations, covenants and warranties as set forth in that asset sale agreement between the Manager and ▇▇. ▇▇▇▇▇▇▇▇ Jonas, CAT-ECG Medical Services, P.C., and CAT-ECG, Inc., dated as of December 16, 1997 (the "Asset Agreement") including, but not limited to, the obligations to enter into a Service Agreement and restrictive Covenant with ▇▇. ▇▇▇▇▇▇▇▇ Jonas in the forms attached to the Asset Agreement. A copy of the Asset Agreement, with attachments, is annexed to this Agreement as Schedule _, and as applicable, incorporated herein.
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Asset Agreement. The Wallstreet Principal Shareholders shall have assumed the Pre-Closing Liabilities and as of the Effective Time, Wallstreet shall have no liabilities or obligations of any kind other than those arising from this Agreement or the Merger.
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Asset Agreement. Investor acknowledges that ▇▇▇▇▇▇▇▇▇ will have ongoing obligations under the Asset Agreement and the Operating Agreements.
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Asset Agreement. The transactions contemplated by the Asset Agreement by and between TMFE and XGIC shall have closed. TMFE undertakes that TMFE shall have been transferred all the Graphic Business to XGIC. TMFE further undertakes to cause Trident Microsystems Inc. to issue an undertaking to such effect that confirms the Graphic Business is transferred in full.
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Related to Asset Agreement

  • One Agreement This Agreement and any related security or other agreements required by this Agreement, collectively: (a) represent the sum of the understandings and agreements between the Bank and the Borrower concerning this credit; (b) replace any prior oral or written agreements between the Bank and the Borrower concerning this credit; and (c) are intended by the Bank and the Borrower as the final, complete and exclusive statement of the terms agreed to by them. In the event of any conflict between this Agreement and any other agreements required by this Agreement, this Agreement will prevail.

  • Student Agreement It is important that I work to the best of my ability. Therefore, I shall strive to do the following:

  • Acquisition Agreements If the Equipment is subject to any Acquisition Agreement, Lessee, as part of this lease, transfers and assigns to Lessor all of its rights, but none of its obligations (except for Lessee's obligation to pay for the Equipment conditioned upon Lessee's acceptance in accordance with Paragraph 6), in and to the Acquisition Agreement, including but not limited to the right to take title to the Equipment. Lessee shall indemnify and hold Lessor harmless in accordance with Paragraph 19 from any liability resulting from any Acquisition Agreement as well as liabilities resulting from any Acquisition Agreement Lessor is required to enter into on behalf of Lessee or with Lessee for purposes of this lease.

  • Subordination Agreement Each of (i) the subordination of interest payments to the Noteholders of the Class B Notes to the payment of any First Priority Principal Payment to the Noteholders of the Class A Notes and (ii) the subordination of interest payments to the Noteholders of the Class C Notes to the payment of any Second Priority Principal Payment to the Noteholders of the Class A Notes and the Class B Notes under Section 8.2(c) is a subordination agreement within the meaning of Section 510(a) of the Bankruptcy Code.

  • Subordination Agreements Subordination Agreements with respect to all Subordinated Debt.