Purchased Property Clause Samples

Purchased Property. On each Closing Date, subject to the terms and conditions of this Agreement, the Transferor agrees to sell to the Trust, and the Trust agrees to purchase from the Transferor, a Receivables Pool and the following other property relating thereto (collectively, the “Purchased Property”): (i) all right, title and interest of the Transferor in, to and under each Receivable included in the applicable Receivables Pool listed on a Schedule of Receivables (the form of which is attached as Schedule 5 to the Pool Supplement) delivered to the Trust on such Closing Date and all monies received thereon after the related Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Transferor or the Servicer, as applicable, covering any related Financed Vehicle; (ii) the interest of the Transferor in the security interests in the related Financed Vehicles granted by Obligors pursuant to the Receivables in the applicable Receivables Pool and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Transferor in any proceeds from claims on any physical damage, credit life, credit disability, warranties, debt cancellation agreements or other insurance policies covering the related Financed Vehicles or Obligors, including any rebates or credits of any premium or other payment with respect to any of the foregoing; (iv) all of the Transferor’s right, title and interest in, to and under the related Receivable Files; (v) all of the Transferor’s right, title and interest in and to the Master Sale Agreement (Warehouse) and remedies thereunder and the assignment to the Trust of all UCC financing statements filed against Carvana under or in connection with the Master Sale Agreement (Warehouse); and (vi) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligat...

Purchased Property. SECTION 2.1 Conveyance of Purchased Property; Intent of the Parties ................. .. 1 SECTION 2.2 Representations and Warranties of the Seller regarding the Receivables .. .. 1 SECTION 2.3

Purchased Property. The term "Purchased Property" means all the following business, properties, assets and rights of Seller on the Closing Date, other than the Excluded Property:

Purchased Property. The Purchased Property shall include all of the assets of Seller and Current Managers used in, arising from or related to the Business as of the Closing Date other than Excluded Property, including the following:

Purchased Property. On the terms and subject to the conditions set forth in this Agreement, at the Closing, the Sellers shall sell, transfer, convey, assign and deliver to Purchaser, free and clear of all Liens (other than Permitted Liens), and Purchaser or its designated Affiliate will purchase and pay for (a) an undivided seventy-five percent (75%) interest in the Project and (b) a 100% interest in the Non-Shared Assets, excluding the Excluded Assets (sub-clauses (a) and (b) collectively, the "Purchased Assets").

Purchased Property. The Sellers have good and marketable title to, or a valid leasehold interest under enforceable leases in, all of the Purchased Property, in each case, free and clear of any Liens, other than Permitted Liens.

Purchased Property. The term "Purchased Property" shall mean any Property Additions devoted to public service at or within a year before the time of their acquisition by Exeter or the Company (as the case may be);

Purchased Property. The Purchased Property shall include all the assets of Seller used in, arising from or related to the Business as of the Closing Date other than Excluded Property, including the following: (a) all inventory and supplies on hand at the Business on the Closing Date (including food, beverages, office and kitchen supplies, pharmaceuticals, medical supplies, linens and similar items utilized in the business); (b) all of Seller’s right, title and interest in and to the Assumed Contracts and Leases, to the extent assignable; (c) all pre-paid amounts paid by a resident pursuant to any Residency Agreement for or attributable to the periods from and after the Closing Date as well as any security deposits paid to Seller as of the Closing Date under the Residency Agreements together with any interest thereon to the extent such interest is or may be payable to the residents (or their respective representatives, successors, heirs or assigns) at any time following the Closing Date each as more particularly listed on Schedule 2.2(c) (collectively “Prepaids and Deposits”); (d) all of Seller’s tangible personal property, including without limitation equipment, furniture, fixtures, signage, computer equipment and the vehicles listed in Schedule 2.2(d) attached hereto, used in, arising from or related to the Business as of the Closing Date; (e) the Real Property as more particularly described on Schedule 1.1(c) attached hereto; (f) subject to applicable laws and regulations, all transferable licenses, permits, certificates, approvals, and other governmental or regulatory authorizations necessary for or incident to the ownership or operation of the Purchased Property in the manner in which they are owned and operated by Seller as of the Effective Date; (g) all original books, records, accounts, files, logs, ledgers, journals, and other documents and other materials of Seller (or copies thereof) including any electronic data stored on disc, tape or other electronic format relating to the ownership, use, operation or management of the Business, to the extent within the possession or control of Seller or PSLG (although Seller may retain copies thereof for the preparation of tax returns, compliance with applicable laws, and other business purposes); (h) all marketing and promotional materials in Seller’s or PSLG’s possession or control, which relate exclusively to the Business or exclusively to the Portfolio Properties, if any, or the services they provide, to the extent of Seller...

Purchased Property. The Vendor hereby agrees to sell to the Purchaser or the Purchaser's nominee and the Purchaser directly or through its nominee hereby agrees to purchase from the Vendor, on the Closing Date, upon and subject to the terms and conditions herein contained, the Vendor's right, title and interest in the Purchased Property free and clear of the Registered Encumbrances and Statutory Liens.