The Execution. (a) The Execution cf this Agreement shall take place on July 17, 1996 ("Execution Date"). Purchaser and Seller shall on that date sign two (2) originals, one (1) fully executed original to be provided to each party. (b) On the Execution Date, Seller shall provide to Purchaser an appropriately executed and authenticated Trademark Assignment to the Purchaser, in the form of Schedule D hereto. Purchaser shall hold the Trademark Assignment in escrow for filing with the U.S. Patents and Trademarks Office on or after August 5,1996. (c) Purchaser shall pay to Seller the [ ] by wire transfer in federal funds available to Seller on August 2, 1996, payable to such entities as designated in Section 2.3(b). (d) Seller shall pay or cause to be paid any and all transfer, stamp, sales or other similar taxes or duties payable in connection with the sale or transfer of the Acquired Assets to Purchaser. (e) Purchaser shall pay or cause to be paid any and all costs and expenses relating to the transfer and assignment to Purchaser of the Trademarks, including, without limitation, all costs and taxes with respect to recordation of transfer. Recordation of transfer and assignment of the Trademarks shall be the responsibility of Purchaser. (f) At any time or from time to time after the closing, Seller shall, at the request of Purchaser and Purchaser's expense, execute and deliver any further instruments or documents and take such further action as Buyer may reasonably request in order to accomplish consummation of the transactions contemplated hereby.
Appears in 1 contract
Sources: Asset Purchase and Trademark Assignment Agreement (Philipp Brothers Chemicals Inc)
The Execution. (a) The Execution cf this Agreement shall take place on July 17, 1996 ("Execution Date"). Purchaser and Seller shall on that date sign two (2) originals, one (1) fully executed original to be provided to each party.
(b) On the Execution Date, Seller shall provide to Purchaser an appropriately executed and authenticated Trademark Assignment to the Purchaser, in the form of Schedule D hereto. Purchaser shall hold the Trademark Assignment in escrow for filing with the U.S. Patents and Trademarks Office on or after August 5,1996.
(c) Purchaser shall pay to Seller the [ ] 1996 Payment of $300,000.00 by wire transfer in federal funds available to Seller on August 2, 1996, payable to such entities as designated in Section 2.3(b).
(d) Seller shall pay or cause to be paid any and all transfer, stamp, sales or other similar taxes or duties payable in connection with the sale or transfer of the Acquired Assets to Purchaser.
(e) Purchaser shall pay or cause to be paid any and all costs and expenses relating to the transfer and assignment to Purchaser of the Trademarks, including, without limitation, all costs and taxes with respect to recordation of transfer. Recordation of transfer and assignment of the Trademarks shall be the responsibility of Purchaser.
(f) At any time or from time to time after the closing, Seller shall, at the request of Purchaser and Purchaser's expense, execute and deliver any further instruments or documents and take such further action as Buyer may reasonably request in order to accomplish consummation of the transactions contemplated hereby.
Appears in 1 contract
Sources: Asset Purchase and Trademark Assignment Agreement (Western Magnesium Corp)