The Asset Clause Samples

The Asset clause defines and describes the specific property, item, or resource that is the subject of the agreement. It typically outlines identifying details such as serial numbers, location, or distinguishing characteristics to ensure there is no ambiguity about what is being transferred, leased, or otherwise dealt with. By clearly specifying the asset, this clause ensures both parties have a mutual understanding of what is included in the transaction, thereby preventing disputes and ensuring clarity in the contractual relationship.
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The Asset. 1.1 COMPANY agrees to sell to the BUYER and the BUYER agrees to buy the ASSET specified in Attachment A. 1.2 All ASSET are sold on as is, where is and with all faults basis. Any express or implied warranties including those as to the nature, quality, quantity, value or condition of any asset, merchantability, fitness for a particular purpose or non-infringement are hereby excluded to the greatest extent permitted by applicable law. 1.3 The BUYER acknowledges that any software or intellectual property rights attaching to the ASSET may not be the property of the COMPANY or capable of transfer by the COMPANY. The COMPANY is not in any way authorizing the use by the BUYER of such software or intellectual property rights and any use of such software or exploitation of intellectual property rights shall be at BUYER's sole risk. 1.4 Any illustrations, pictures or visuals provided by the COMPANY are for the convenience of the BUYER only. COMPANY has used its reasonable endeavors to ensure that the description of ASSET given by the COMPANY, its appointed agent or representative are accurate but the BUYER relies upon such description BUYER's own risk. BUYER should satisfy itself prior to the sale as to the condition of the ASSET and should exercise and rely on their judgment as to whether the ASSET accord with its description at BUYER's own risk.
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The Asset. Representations Reviewer agrees, represents and warrants that the Asset Representations Reviewer has, and will continue to have, adequate administrative, technical, and physical safeguards designed to: (a) to ensure the security and confidentiality of all PII; (b) to protect against any anticipated threats or hazards to the security or integrity of PII; and (c) to protect against unauthorized acquisition of, access to or use of PII which could result in a “breach”
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The Asset. On the terms and subject to the conditions of this Agreement, Seller hereby agrees to sell, assign, transfer and deliver to Buyer, and Buyer hereby agrees to purchase, assume and accept from Seller, the Asset. The sale and purchase of the Asset shall be effected on the Closing Date (defined in Section 8.1), as more fully set forth herein. Nothing in this Agreement shall be construed as Buyer purchasing from Seller anything other than the Asset. Furthermore, both Parties acknowledge and agree that Buyer agrees to purchase the Asset to hold for future settlement or other disposition, and not for the primary purpose of commencing litigation or any dispute with respect to the Asset.
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The Asset. 1.1 COMPANY agrees to sell to the BUYER and the BUYER agrees to purchase the ASSET as specified in Attachment A. 1.2 All ASSET are sold on as is, where is and with all faults basis. Any express or implied warranties including those as to the nature, quality, quantity, value or condition of any asset, merchantability, fitness for a particular purpose or non-infringement are hereby excluded to the greatest extent permitted by applicable law. 1.3 Any illustrations, pictures or visuals provided by the COMPANY are for the convenience of the BUYER only. COMPANY has used its reasonable endeavors to ensure that the description of ASSET given by the COMPANY, its appointed agent or representative are accurate but the BUYER relies upon such description at BUYER’s own risk. BUYER should satisfy itself prior to the sale as to the condition of the ASSET and should exercise and rely on their judgment as to whether the ASSET is in accordance with its description at BUYER’s own risk.
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The Asset. The NFTs will be minted on the Algorand blockchain, or any other platform that may be determined to best serve EPOCH’s purposes. Each NFT will include access to download a playable stand-alone version of the exhibition. The digital asset to which the NFT points will be stored on the InterPlanetary File System (IPFS). As a backup measure, upon purchase Collector should download the digital file of the Asset and store it in a secure location. In the event that the link between the NFT and the Asset is broken or not properly functioning, Collector will have the Asset file with confirmation of its origin. It is imperative that Collector save this file and the transmittal email for provenance and proper recordkeeping. Additionally, in the event the link between the NFT and the Asset is broken or not properly functioning, Collector may contact EPOCH at ▇▇▇▇@▇▇▇▇▇.▇▇▇▇▇▇▇ and EPOCH will use reasonable efforts to remedy the situation in a fair and practicable manner.
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The Asset. The Asset shall be sold "as is, where is" without representation or warranty of Seller as to good standing,reinstatement of good standing, adequacy or timeliness of filing requirements (whether state or federal, including the SEC, the State of Nevada, or any other governmental unit), or any other filing or compliance actions, or the type or number of outstanding shares. The Asset does not include any interest in any real or personal property of any nature, including any ownership position with respect to any subsidiaries.
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The Asset. 1.1 COMPANY agrees to sell to the BUYER and the BUYER agrees to purchase the ASSET as specified in Attachment A. 1.2 All ASSET are sold on “as-is, where-is and with all faults” basis. Any express or implied warranties including those as to the nature, quality, quantity, value or condition of the ASSET, merchantability, fitness for a particular purpose or non-infringement are hereby excluded to the greatest extent permitted by applicable law. 1.3 The BUYER acknowledges that any software or intellectual property rights attaching to the ASSET may not be the property of the COMPANY or capable of transfer by the COMPANY. The COMPANY is not in any way authorizing the use by the BUYER of such software or intellectual property rights and any use of such software or exploitation of intellectual property rights shall be at BUYER’s sole risk. 1.4 Any illustrations, pictures or visuals provided by the COMPANY are for the convenience of the BUYER only. The COMPANY has used its reasonable endeavors to ensure that the description of ASSET given by the COMPANY, its appointed agent or representative are accurate but the BUYER relies upon such description at BUYER’s own risk. BUYER should satisfy itself prior to the sale as to the condition of the ASSET and should exercise and rely on their judgment as to whether the ASSET is in accordance with its description at BUYER’s own risk.
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The Asset. Disposition Offer, in so far as it relates to the Notes, will remain open for a period of not less than 20 Business Days following its commencement or such shorter period of time required to comply with Section 14(e) of the Exchange Act ...
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Related to The Asset

  • The Assets Except for the Permitted Encumbrances, at the Closing the Buyer shall receive good, clear, record and marketable title to the Assets, free and clear of all liens, liabilities, security interests and encumbrances of any nature whatsoever.

  • Title to the Assets Corporation owns (with good title) all of the properties and assets (whether real, personal or mixed and whether tangible or intangible) that it purports to own including all the properties and assets reflected as being owned by Corporation in the financial Books and Records. Corporation is the sole and unconditional owner of such assets free and clear of all Liens except as disclosed in Schedule 3.2(l).

  • Title to Partnership Assets Title to Partnership assets, whether real, personal or mixed and whether tangible or intangible, shall be deemed to be owned by the Partnership as an entity, and no Partner or Assignee, individually or collectively, shall have any ownership interest in such Partnership assets or any portion thereof. Title to any or all of the Partnership assets may be held in the name of the Partnership, the General Partner, one or more of its Affiliates or one or more nominees, as the General Partner may determine. The General Partner hereby declares and warrants that any Partnership assets for which record title is held in the name of the General Partner or one or more of its Affiliates or one or more nominees shall be held by the General Partner or such Affiliate or nominee for the use and benefit of the Partnership in accordance with the provisions of this Agreement; provided, however, that the General Partner shall use reasonable efforts to cause record title to such assets (other than those assets in respect of which the General Partner determines that the expense and difficulty of conveyancing makes transfer of record title to the Partnership impracticable) to be vested in the Partnership as soon as reasonably practicable; provided, further, that, prior to the withdrawal or removal of the General Partner or as soon thereafter as practicable, the General Partner shall use reasonable efforts to effect the transfer of record title to the Partnership and, prior to any such transfer, will provide for the use of such assets in a manner satisfactory to the General Partner. All Partnership assets shall be recorded as the property of the Partnership in its books and records, irrespective of the name in which record title to such Partnership assets is held.

  • The Receivables SECTION 3.01 Representations and Warranties of the Seller with Respect to the Receivables.......

  • The Equipment 9.1 The British Council Equipment shall remain the property of the British Council and shall be used by the Supplier in the performance of the Services and for no other purposes. 9.2 The British Council shall be responsible for the repair or replacement of the British Council Equipment unless the need for repair or replacement is caused by the Supplier’s failure to comply with clause 9.3 or by the negligence or default of the Supplier. 9.3 The Supplier shall maintain all of the British Council Equipment in good and serviceable condition (fair wear and tear excepted) and shall only use the British Council Equipment in accordance with the British Council Equipment manufacturers’ recommendations. 9.4 The Supplier shall be liable for any loss of or damage to any of the British Council Equipment caused by the negligence or default of the Supplier. 9.5 The Supplier shall not in any circumstances have any right to refuse to return to the British Council any of the British Council Equipment and shall take steps necessary to ensure that the title of the British Council and the British Council’s right to repossess the British Council Equipment are effectively brought to the attention of any third party dealing with any of the British Council Equipment.