Common use of General Procedure Clause in Contracts

General Procedure. At each Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s execution and delivery to Buyer of one or more bills of sale substantially in the form attached hereto as Exhibit A (each, a “▇▇▇▇ of Sale”) and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The assignment and assumption of the Assumed Liabilities to Buyer shall be effected by Seller’s and Buyer’s execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B (the “Assignment and Assumption Agreement”).

Appears in 1 contract

Sources: Asset Purchase Agreement (Vascular Solutions Inc)

General Procedure. At each the Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required in order to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s 's execution and delivery to Buyer of one or more bills a bill of sale substantially in the form attached hereto as Exhibit A D (each, a “▇▇t▇▇ "Bill of Sale") and such other instruments of conveyance, transfer, assignment ass▇▇▇▇ent and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The , and the assignment and assumption of the Assumed Seller's Liabilities to Buyer shall be effected by Seller’s 's and Buyer’s 's execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B E (the "Assignment and Assumption Agreement").

Appears in 1 contract

Sources: Asset Purchase Agreement (Henley Healthcare Inc)

General Procedure. At each the Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required in order to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s Sellers' execution and delivery to Buyer of one or more bills a ▇▇▇▇ of sale substantially in the form attached hereto as Exhibit A B (each, a “the "▇▇▇▇ of Sale") and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The , and the assignment and assumption of the Assumed Sellers' Liabilities to Buyer shall be effected by Seller’s Sellers' and Buyer’s 's execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B E (the "Assignment and Assumption Agreement").

Appears in 1 contract

Sources: Asset Purchase Agreement

General Procedure. At each the Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII VII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required in order to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s Sellers’ execution and delivery to Buyer of one or more bills a ▇▇▇▇ of sale substantially in the form attached hereto as Exhibit A C (each, a the “▇▇▇▇ of Sale”) and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller Sellers to transfer, convey, assign and deliver the Assets to Buyer. The , and the assignment and assumption of the Assumed Liabilities Sellers’ liabilities to Buyer shall be effected by Seller’s and Buyer’s execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B D (the “Assignment and Assumption Agreement”).

Appears in 1 contract

Sources: Asset Purchase Agreement (Sourcecorp Inc)

General Procedure. At each the Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required in order to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s 's execution and delivery to Buyer of one or more bills of a bill ▇▇ sale substantially in the form attached hereto as Exhibit A B (each, a “▇▇the "Bill ▇▇ of Sale") and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The , and the assignment and assumption of the Assumed Seller's Liabilities to Buyer shall be effected by Seller’s 's and Buyer’s 's execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B C (the "Assignment and Assumption Agreement").

Appears in 1 contract

Sources: Asset Purchase Agreement (White Cap Holdings Inc)

General Procedure. At each the Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required in order to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s 's execution and delivery to Buyer of one or more bills a ▇▇▇▇ of sale substantially in the form attached hereto as Exhibit A D (each, a “the "▇▇▇▇ of Sale") and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The , and the assignment and assumption of the Assumed Seller's Liabilities to Buyer shall be effected by Seller’s 's and Buyer’s 's execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B E (the "Assignment and Assumption Agreement").

Appears in 1 contract

Sources: Asset Purchase Agreement (Rehabilicare Inc)

General Procedure. At each Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s execution and delivery to Buyer of one or more bills a ▇▇▇▇ of sale substantially in the form attached hereto as Exhibit A (each, a the “▇▇▇▇ of Sale”) and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The assignment and assumption of the Assumed Liabilities to Buyer shall be effected by Seller’s and Buyer’s execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B (the “Assignment and Assumption Agreement”).

Appears in 1 contract

Sources: Asset Purchase Agreement (Vascular Solutions Inc)

General Procedure. At each the Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required in order to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s 's execution and delivery to Buyer of one or more bills a ▇▇▇▇ of sale substantially in the form attached hereto as Exhibit A J (each, a “the "▇▇▇▇ of Sale) and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The , and the assignment and assumption of the Assumed Seller's Liabilities to Buyer shall be effected by Seller’s 's and Buyer’s 's execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B (the "Assignment and Assumption Agreement").

Appears in 1 contract

Sources: Asset Purchase Agreement (Dauphin Technology Inc)

General Procedure. At each the Closing, each party shall deliver to the party entitled to receipt thereof the documents required to be delivered pursuant to Article VIII VI hereof and such other documents, instruments and materials (or complete and accurate copies thereof, where appropriate) as may be reasonably required in order to effectuate the intent and provisions of this Agreement, and all such documents, instruments and materials shall be satisfactory in form and substance to counsel for the receiving party. The conveyance, transfer, assignment and delivery of the Assets shall be effected by Seller’s 's execution and delivery to Buyer of one or more bills a ▇▇▇▇ of sale substantially in the form attached hereto as Exhibit A D (each, a “the "▇▇▇▇ of Sale") and such other instruments of conveyance, transfer, assignment and delivery as Buyer shall reasonably request to cause Seller to transfer, convey, assign and deliver the Assets to Buyer. The , and the assignment and assumption of the Assumed Seller's Liabilities to Buyer shall be effected by Seller’s 's and Buyer’s 's execution of an assignment and assumption agreement substantially in the form attached hereto as Exhibit B E (the "Assignment and Assumption Agreement").

Appears in 1 contract

Sources: Asset Purchase Agreement (Pemstar Inc)