Transfer and Delivery Sample Clauses
The Transfer and Delivery clause defines the obligations and procedures for transferring ownership and delivering goods or services from one party to another under a contract. It typically specifies when and how the transfer of title or risk occurs, such as upon shipment, delivery, or acceptance, and may outline the responsibilities for arranging transportation or insurance. This clause ensures that both parties clearly understand when legal ownership and associated risks shift, thereby reducing disputes and clarifying accountability during the transaction process.
Transfer and Delivery. RRD shall use commercially reasonable efforts to transfer and deliver to LSC all Data that, according to the DSP, should be transferred and delivered to LSC. Such transfer and delivery shall be made in an appropriate physical or electronic format as set forth in the DSP, and within the time schedules contemplated by the DSP. Each Party shall reasonably cooperate in good faith with the other Party to accomplish the transfer and delivery of Data contemplated in the DSP.
Transfer and Delivery. RRD shall use commercially reasonable efforts to transfer and deliver to DFS all Data that, according to the DSP, should be transferred and delivered to DFS. Such transfer and delivery shall be made in an appropriate physical or electronic format as set forth in the DSP, and within the time schedules contemplated by the DSP. Each Party shall reasonably cooperate in good faith with the other Party to accomplish the transfer and delivery of Data contemplated in the DSP.
Transfer and Delivery. Each Holder shall forthwith pay --------------------- over, transfer and deliver such payment or distribution to the holders of Senior Debt, whether or not any Bankruptcy, Insolvency or Liquidation Proceeding is then pending, until the holders of Senior Debt have received payment in full and in cash of all outstanding Senior Debt (but excluding indemnification obligations which are then contingent and as to which no payment is then due and no claim or demand has then been made).
Transfer and Delivery. On the Effective Date:
(a) ▇▇▇▇ Park shall transfer and assign to the Company, and the Company shall accept from ▇▇▇▇ Park, free and clear of all Encumbrances, all of ▇▇▇▇ Park’s right, title and interest in and to the ▇▇▇▇ Park Shares;
(b) ▇▇▇▇▇▇▇▇▇ shall transfer and assign to the Company, and the Company shall accept from ▇▇▇▇▇▇▇▇▇, free and clear of all Encumbrances, all of ▇▇▇▇▇▇▇▇▇’▇ right, title and interest in and to the ▇▇▇▇▇▇▇▇▇ Shares;
(c) ▇▇▇▇ Park shall deliver to Computershare Inc., as transfer agent for the Company (“Computershare”), all appropriate stock powers or other instruments of transfer, duly executed in blank, necessary to transfer the ▇▇▇▇ Park Shares from ▇▇▇▇ Park to the Company, free and clear of all Encumbrances (the “▇▇▇▇ Park Transfer Documentation”);
(d) ▇▇▇▇▇▇▇▇▇ shall deliver to Computershare all appropriate stock powers or other instruments of transfer, duly executed in blank, necessary to transfer the ▇▇▇▇▇▇▇▇▇ Shares from ▇▇▇▇▇▇▇▇▇ to the Company, free and clear of all Encumbrances (the “▇▇▇▇▇▇▇▇▇ Transfer Documentation”); and
(e) Upon (i) ▇▇▇▇ Park’s delivery to Computershare of the ▇▇▇▇ Park Transfer Documentation and (ii) ▇▇▇▇▇▇▇▇▇’▇ delivery to Computershare of the ▇▇▇▇▇▇▇▇▇ Transfer Documentation, the Company shall deliver to ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, for the benefit of ▇▇▇▇▇▇▇▇▇ and ▇▇▇▇ Park, an aggregate amount of Four Million dollars ($4,000,000) by wire transfer of immediately available funds to the account that has been designated in writing by ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ to the Company.
Transfer and Delivery of the Purchased Shares The Vendors shall have provided the Purchaser with the share certificates representing the Purchased Shares, in each case duly endorsed in blank for transfer, or accompanied by irrevocable security transfer powers of attorney duly executed in blank, in either case by the holders of record, and shall take such steps as shall be necessary to cause the Corporations to enter the Purchaser or its nominee(s) upon the books of the Corporations as the holder of the Purchased Shares and to issue share certificates to the Purchaser or its nominee(s) representing the Purchased Shares, free and clear of all encumbrances.
Transfer and Delivery. OF PURCHASED ASSETS - the Vendor shall execute and deliver to the Purchaser all such bills of sale, assignments, instruments of transfer, deeds, assurances, consents 29 -24- and other documents as shall be necessary to effectively transfer to the Purchaser all the Vendor's right, title and interest in, to and under, or in respect of, the Purchased Assets, and shall deliver up to the Purchaser possession of the Purchased Assets, free and clear of all Encumbrances (other than Permitted Encumbrances and, in the case of the Radarsat Shares, the Radarsat Shareholders Agreement) and shall effect such registrations, recordings and filings with public authorities as may be required in connection with the transfer of ownership to the Purchaser of the Purchased Assets.
Transfer and Delivery. On October 2, 2019:
(a) Sellers shall transfer and assign to Buyer, and Buyer shall accept from Sellers, free and clear of all Encumbrances, all of Sellers’ respective rights, title and interests in and to the Securities;
(b) Sellers shall deliver to Buyer all appropriate stock powers or other instruments of transfer, duly executed in blank, necessary to transfer the Securities from Sellers to Buyer, free and clear of all Encumbrances (the “Transfer Documentation”); and
(c) In consideration of the transfer of the Securities from Sellers to Buyer, upon Sellers’ delivery to Buyer of the Transfer Documentation, Buyer shall deliver to Sellers an aggregate amount of One Million Five Hundred Forty-Six Thousand Two Hundred and Sixty Dollars ($1,546,260) by wire transfer of immediately available funds to the account that has been designated in writing by Sellers to Buyer.
Transfer and Delivery. The transfer of Beneficial Interests to the Operating Partnership pursuant to this Agreement will be accomplished in accordance with the following provisions:
Transfer and Delivery. Seller and buyer agree that title to the shares including any property rights will be transferred to buyer, together with any and all rights and components related hereto, upon full payment of the purchase price. The parties agree that, instead of delivery, seller assigns to buyer his right to demand surrender of the shares from the company with such assignment taking effect, with regard to the related property rights, upon full payment of the purchase price.
Transfer and Delivery. 21 3.2 Assignment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 3.3