Transfer and Conveyance. Seller shall execute and deliver to Buyer at the Closing a (i) ▇▇▇▇ of sale (the "▇▇▇▇ of Sale"); (ii) the Assignment and Assumption Agreement; (iii) assignment of Intellectual Property Rights (the "Assignment of Intellectual Property Rights"), in each case in substantially the forms attached hereto as Exhibits A, B and C, respectively; and (iv) all such other assignments, endorsements and instruments of transfer as shall be necessary or appropriate to carry out the intent of this Agreement and as shall be sufficient to vest in Buyer title to all of the Assets and all right, title and interest of Seller thereto. Buyer shall execute and deliver to Seller at the Closing the Assignment and Assumption Agreement.
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Transfer and Conveyance. Seller shall execute and deliver to Buyer at the Closing a (i) ▇▇▇▇ of sale (the "▇▇▇▇ of Sale"); , (ii) the Assignment and Assumption Agreement; , (iii) assignment of Intellectual Property Rights (the "Assignment of Intellectual Property Rights"), in each case in substantially the forms attached hereto as Exhibits A, B and C, respectively; , and (iv) all such other assignments, endorsements and instruments of transfer as shall be necessary or appropriate to carry out the intent of this Agreement and as shall be sufficient to vest in Buyer title to all of the Assets and all right, title and interest of Seller thereto. Buyer shall execute and deliver to Seller at the Closing the Assignment and Assumption Agreement.
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