Common use of Purchase and Sale of Assets Clause in Contracts

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ right, title and interest in, to and under the following assets of Sellers (but excluding Excluded Assets) as of or after the Closing:

Purchase and Sale of Assets. On Subject to the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers Seller shall sell, transfer, assign, convey convey, transfer and deliver to Buyer, and Buyer the Purchased Assets. “Purchased Assets” shall mean purchase and acquire from Seller, free and clear of all Encumbrances except Permitted Encumbrances, all of Sellers’ Seller’s right, title and interest in, to and under the following real and personal property, tangible or intangible, described below, as they exist at the Effective Time, except to the extent that such assets of Sellers are Excluded Assets (but excluding Excluded collectively, the “Purchased Assets) as of or after the Closing:”):

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from SellersSeller, and Sellers Seller shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser, all of Sellers’ Seller’s right, title and interest in, to and under the Purchased Assets. “Purchased Assets” shall mean the following assets of Sellers Seller (but excluding Excluded Assets) as of or after the ClosingClosing to the extent related to the Business:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Buyer, all of Sellers’ right, title and interest in, to and under the Purchased Assets. “Purchased Assets” shall mean the following assets of Sellers (but excluding Excluded Assets) as of or after the ClosingSellers:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers Seller shall sell, transfer, assign, convey deliver and deliver relinquish to Buyer the Purchased Assets. “Purchased Assets” shall mean in perpetuity, free and clear of all of Sellers’ Liens, all right, title and interest inin and to, to and under only to, the Acquired Assets. As used in this Agreement, “Acquired Assets” means the following assets of Sellers (but excluding Excluded Assets) as of or after the Closingassets, properties, rights and interests:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellersthe Seller agrees to sell, and Sellers shall sellconvey, transfer, assignassign and make available for transfer to the Buyer, convey and deliver the Buyer agrees to Buyer purchase from the Purchased Assets. “Purchased Assets” shall mean Seller, all of Sellers’ the right, title and interest inin and to the Transferred Assets, to in each case, free and under clear of all Liens other than Permitted Liens. For purposes of this Agreement, “Transferred Assets” means the following assets of Sellers (but excluding Excluded Assets) as the same exist as of or after immediately prior to the Closing:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Closing, Buyer shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Buyer, all of Sellers’ right, title and interest in, to and under the Purchased Assets free and clear of all liens, claims, encumbrances and interests. “Purchased Assets” shall mean the following assets of Sellers (but excluding Excluded Assets) as of or after the ClosingClosing related to the Business:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser all of Sellers’ right, title and interest in, to and under the following assets Purchased Assets. “Purchased Assets” shall mean all assets, properties, interests and rights of Sellers (but excluding Sellers, other than the Excluded Assets) , as of or after the Closing, used or useful in connection with or related to the Business, including:

Purchase and Sale of Assets. On the terms and subject to the terms and conditions set forth in this Agreement, and except as provided in Section 2.2 as to Excluded Assets, at the Closing Buyer Closing, Seller shall sell, assign, transfer, convey, set over and deliver to Purchaser, and Purchaser shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Seller all of Sellers’ rightthe Assets, title and interest in, to and under the following assets of Sellers (but excluding Excluded Assets) which are more fully described as of or after the Closingfollows:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at on the Closing Buyer shall purchaseDate, acquire and accept from Sellers, and Sellers Seller shall sell, transfer, assign, convey convey, and deliver to Buyer, and Buyer shall purchase and acquire from Seller, all of the Purchased Acquired Assets, free and clear of all Liens, except for the Permitted Liens. “Purchased Acquired Assets” shall mean means all right, title, and interest in and to all of Sellers’ rightthe assets of Seller, title and interest inused and/or useful in the operation of the Business, to and under including, without limitation, the following assets of Sellers (assets, but specifically excluding the Excluded Assets) as of or after the Closing:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from Sellers, Sellers and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser, free of Liens other than Permitted Exceptions, all of Sellers’ right, title and interest in, to and under the Purchased Assets. “Purchased Assets” shall mean all of the following assets of Sellers arising directly out of or used exclusively in Sellers’ operation of the Business (but excluding other than the Excluded Assets) as of or after the Closing), including:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers each Seller shall sell, transfer, assign, convey convey, transfer and deliver to Buyer the Purchased Assets. “Purchased Assets” Purchaser, and the Purchaser shall mean purchase and acquire from such Seller, and take assignment and delivery from such Seller of, all of Sellers’ such Seller’s right, title and interest in, in and to and under the following assets of Sellers assets, properties and rights, as the same shall exist on the Closing Date (but excluding the Purchased Contracts and Assigned Permits, which are specifically addressed in Section 2.2, and the Excluded Assets) as of or after (the Closing:“Purchased Assets”):

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, and for the consideration set forth in this ARTICLE II, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers the Seller shall sell, transferconvey, assign, convey transfer and deliver to Buyer, and Buyer shall purchase and acquire from the Purchased Assets. “Purchased Assets” shall mean Seller, free and clear of any Liens, other than Permitted Liens, all of Sellers’ the Seller’s right, title and interest inin and to the assets of the Business, to and under including the following assets that are used, or held for use, primarily in connection with the operation of Sellers the Business (but excluding the Excluded Assets) as of or after the Closing:):

Purchase and Sale of Assets. On Subject to the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer Closing, Seller shall sell, convey, assign, transfer and deliver to Purchaser and Purchaser shall purchase, acquire and accept from SellersSeller, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ Seller's right, title and interest inin and to all of the assets and properties of Seller, except for the Excluded Assets and except as otherwise specifically provided herein (such right, title and interest collectively referred to and under herein as the following assets of Sellers (but excluding Excluded "Assets) as of or after "), including, without limitation, the Closingfollowing:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers Seller shall sell, transferconvey, assignassign and transfer to Buyer, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean purchase and acquire from Seller, all of Sellers’ Seller’s right, title and interest inin and to those certain rights and assets set forth below, to and under the following assets of Sellers (but excluding the Excluded Assets and except as set forth on the Detailed Balance Sheet (the “Purchased Assets) as of or after the Closing:”):

Purchase and Sale of Assets. On the terms and subject to the conditions --------------------------- set forth in this Agreement, at the Closing Buyer Purchaser shall purchase, acquire and accept from SellersSeller, and Sellers Seller shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser all of Sellers’ Seller's right, title and interest in, to and under the Purchased Assets. "Purchased Assets" shall mean the following assets of Sellers ----------------- Seller (but excluding the Excluded Assets) as of or after the Closing:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Buyer, all of Sellers’ right, title and interest in, to and under the Purchased Assets. “Purchased Assets” shall mean the following assets of Sellers (but excluding Excluded Assets) as of or after the ClosingClosing related to the Business:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers each Seller shall sell, transferconvey, assignassign and transfer (and notwithstanding anything contained in this Agreement, convey no Seller shall be responsible or liable for the sale, conveyance, assignment or transfer by the other Sellers) to Buyer, and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean purchase and acquire from each Seller, all of Sellers’ such Seller's right, title and interest inin and to those certain rights and assets set forth below, to and under the following assets of Sellers (but excluding the Excluded Assets (as related to each Seller, the "Purchased Assets) as of or after the Closing:"):

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from the Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser all of Sellers’ right, title and interest in, to and under the following assets Purchased Assets, free and clear of all Liens, other than Permitted Exceptions. “Purchased Assets” shall mean all assets, properties, interests and rights of Sellers (but and their respective Subsidiaries, as of the Closing, Related to the Business, excluding the Excluded Assets) as of or after the Closing, including:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer Closing, unless specifically excluded herein, Seller shall sell and assign to Purchaser and Purchaser shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ right, title and interest of Seller in, to and under all assets, properties and rights used or useful in the following assets conduct of Sellers Seller’s business other than the Excluded Assets (but excluding Excluded as defined below) (collectively, the Assets), including those whereby Seller provides bandwidth enabled data services (Services) to customers (Customers), as of or after the Closingfollows:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in of this Agreement, at the Closing (as defined herein), Buyer shall purchase, purchase and acquire and accept from SellersSeller, and Sellers Seller shall sell, assign and transfer, assignto Buyer, convey free and deliver to Buyer clear of all Liens, the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ right, title Business and interest in, to and under the following assets of Sellers Seller (but excluding other than the Excluded Assets) as owned and used by Seller in the conduct of or after the Closing:Business and identified below (collectively, the "Purchased Assets"):

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer Closing, unless specifically excluded herein, Seller shall sell and assign to Purchaser and Purchaser shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ right, title and interest of Seller in, to and under all assets, properties and rights used or useful in the following assets conduct of Sellers Seller's business other than the Excluded Assets (but excluding Excluded as defined below) (collectively, the Assets), including those whereby Seller provides bandwidth enabled data services (Services) to customers (Customers), as of or after the Closingfollows:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from the Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser all of the Sellers’ right, title and interest in, to and under the Purchased Assets free and clear of all Liens and all Liabilities, other than Permitted Liens, and Assumed Liabilities. “Purchased Assets” shall mean the following assets of the Sellers (but excluding Excluded Assets) as of or after the Closing:

Purchase and Sale of Assets. On (a) At the terms Closing, and subject to except for the conditions set forth in this AgreementExcluded Assets, at the Closing Buyer shall purchase, acquire and accept buy from Sellers, and Sellers shall sell, transfertransfer and convey to Buyer, assignall of the assets owned by Sellers and used in the Business, convey free and deliver clear of any Liens. The assets being purchased by Buyer are hereinafter referred to Buyer as the Purchased Assets. “Purchased Acquired Assets” which shall mean all of Sellers’ right, title and interest in, to and under include without limitation the following assets of Sellers (but excluding Excluded Assets) as of or after the Closing:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Closing, Seller shall sell, transfer, convey, assign and deliver to Buyer, and Buyer shall purchase, acquire and accept from SellersSeller, free and Sellers shall sellclear of all Liens other than Permitted Liens, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ right, title and interest then owned or held by Seller in, to and under the following assets of Sellers (but excluding Excluded Assets) assets, properties and rights, to the extent that such assets, properties and rights exclusively relate to the Business as of or after the Closing:Cutoff Time (collectively, the “Purchased Assets”):

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Purchaser shall purchase, acquire and accept from the Sellers, and Sellers Seller shall (and shall cause the Selling Affiliates to) sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser all of the Sellers’ right, title and interest in, to and under the Purchased Assets. “Purchased Assets” shall mean the following assets of the Sellers (but excluding Excluded Assets) as of or after the ClosingClosing to the extent related to the Business:

Purchase and Sale of Assets. On Subject to the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers Seller shall sell, transfer, assign, convey and deliver assign to Buyer, and Buyer shall accept from Seller, the Purchased Assets. “Purchased , excluding the Retained Assets” shall mean , free and clear of all of Sellers’ rightLiens, title Encumbrances and interest in, to and under the following assets of Sellers (but excluding Excluded Assets) as of or after the Closing:Liabilities.

Purchase and Sale of Assets. On Subject to the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer Purchasers shall (or shall cause its designated Affiliate or Affiliates to) purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchasers (or its designated Affiliate or Affiliates) all of Sellers’ ' right, title and interest in, to and under the Purchased Assets, free and clear of all Liens. "Purchased Assets" shall mean each of the following assets of Sellers (but excluding Excluded Assets) as of or after the Closingassets:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers each Seller shall sell, transferconvey, assignassign and transfer (and notwithstanding anything contained in this Agreement, convey no Seller shall be responsible or liable for the sale, conveyance, assignment or transfer by the other Sellers) to Buyer, and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean purchase and acquire from each Seller, all of Sellers’ such Seller’s right, title and interest inin and to those certain rights and assets set forth below, to and under the following assets of Sellers (but excluding the Excluded Assets (as related to each Seller, the “Purchased Assets) as of or after the Closing:”):

Purchase and Sale of Assets. On Pursuant to the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers the Seller shall sell, deliver, transfer, assign, convey and deliver assign to Buyer the Purchased Assets. “Purchased Assets” Purchaser, free and clear of all Liens, and the Purchaser shall mean purchase all of Sellers’ the Seller’s right, title and interest in, to and under in the following Purchased Assets. All assets of Sellers (but excluding the Seller that do not constitute Purchased Assets shall be Excluded Assets) as of or after the Closing:.

Purchase and Sale of Assets. On the terms (a) Upon and subject to the terms and conditions set forth in of this Agreement, at the Closing Closing, Buyer shall purchase, acquire and accept purchase from Sellers, and Sellers shall sell, transfer, assignconvey, convey assign and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Buyer, free and clear of any Encumbrances, all of Sellers’ right, title and interest inin and to all of Sellers’ assets, to tangible and under intangible, of every kind and description, wherever located, including, without limitation, the following assets of Sellers (but excluding the Excluded Assets set forth in Section 2.1(b)) (collectively, the “Assets) as of or after the Closing:”):

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer shall purchaseClosing, acquire and accept from Sellers, and Sellers the Seller shall sell, transfer, assign, convey assign and deliver to the Buyer, and relinquish to the Buyer the Purchased Assets. “Purchased Assets” shall mean in perpetuity, free and clear of all of Sellers’ Encumbrances other than Permitted Encumbrances, all right, title and interest inin and to all of the assets, to properties, rights, interests and under goodwill of the Seller that are used by the Seller solely and exclusively in connection with the operation of the Business, including, without limitation, the following assets of Sellers (but excluding Excluded the “Acquired Assets) as of or after the Closing:”):

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Closing, Seller shall sell, assign, transfer, convey and deliver to Buyer, and Buyer shall purchase, acquire and accept from SellersSeller, free and Sellers shall sellclear of all Encumbrances other than Permitted Encumbrances, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ Seller’s right, title and interest in, to and under the following assets assets, properties and rights of Sellers (but excluding Excluded Assets) Seller, to the extent that such assets, properties and rights exist as of or after the Closing:Closing Date and exclusively relate to the Business (collectively, the “Purchased Assets”):

Purchase and Sale of Assets. On At the Closing, on the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Purchaser shall purchase, acquire and accept from the Sellers, and the Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser, all of the Sellers’ respective right, title and interest in, in and to and under only the following assets of the Sellers (but excluding Excluded Assets) as of or after the Closing:, and in any event excluding the Excluded Assets (collectively, the “Purchased Assets”):

Purchase and Sale of Assets. On the terms and subject to the terms and conditions set forth in of this Agreement, at the Closing Buyer (as hereinafter defined), except for Excluded Assets, Buyers shall purchase, acquire and accept purchase from Sellers, and Sellers shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Buyers, all of Sellers’ right, title and interest in, to and under the following assets of Sellers (but excluding Excluded Assets) in and to all of their respective assets and property as it exists as of or after the Closing, including, without limitation, all of their right, title and interest in the following:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Purchaser shall purchase, acquire and accept from SellersSeller, and Sellers Seller shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser, all of Sellers’ Seller’s right, title and interest in, to and under the following Purchased Assets. “Purchased Assets” means all of the assets of Sellers (but excluding Seller, other than the Excluded Assets) , as of or after the Closing, including the following:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Purchasers shall purchase, acquire and accept from SellersSeller, and Sellers Seller shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchasers, all of Sellers’ Seller’s right, title and interest in, to and under the following Purchased Assets free and clear of any and all Liens other than Permitted Exceptions. “Purchased Assets” shall mean all assets of Sellers Seller (but excluding other than Excluded Assets) as of or after the Closing), including:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in this Agreementherein, at the Closing Buyer Closing, Seller shall sell, convey, assign and transfer to Purchaser and Purchaser shall purchase, acquire and accept from SellersSeller free and clear of all Liens, all of Seller’s right, title and Sellers shall sell, transfer, assign, convey interest in and deliver to Buyer the Purchased Assets. As used herein, “Purchased Assets” shall mean all of Sellers’ right, title and interest in, of Seller (or its Affiliates) in and to and under the following assets existing as of Sellers (but excluding Closing, other than Excluded Assets) as of or after the Closing:

Purchase and Sale of Assets. On Upon the terms and subject to the conditions set forth in of this Agreement, at the Closing Closing, Buyer shall purchase, purchase and acquire and accept from SellersSeller, and Sellers Seller shall sell, assign and transfer, assignto Buyer, convey free and deliver to Buyer clear of all Liens, the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ right, title Business and interest in, to and under the following assets of Sellers Seller (but excluding other than the Excluded Assets) as owned and used by Seller in the conduct of or after the Closing:Business and identified below (collectively, the "Purchased Assets"):

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from SellersSeller, and Sellers Seller shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser, free and clear of all and any Liens except for Permitted Liens, all of Sellers’ Seller’s right, title and interest in, to and under the Purchased Assets. “Purchased Assets” shall mean the following assets of Sellers (but excluding Excluded Assets) Seller as of or after the Closing:

Purchase and Sale of Assets. On Subject to the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer Seller shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser shall purchase, acquire and accept from SellersSeller all of Seller’s assets of whatever kind nature or description, and Sellers shall sell, transfer, assign, convey and deliver to Buyer other than the Purchased Excluded Assets. The assets to be purchased by Purchaser from Seller are hereinafter referred to as the “Purchased Assets” shall mean all of Sellers’ rightand include, title and interest in, to and under the following assets of Sellers (but excluding Excluded Assets) as of or after the Closingwithout limitation:

Purchase and Sale of Assets. On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from SellersSeller, and Sellers Seller shall sell, transfer, assign, convey and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser, all of Sellers’ Seller’s right, title and interest in, to and under the Purchased Assets and the goodwill of the business associated therewith. “Purchased Assets” shall mean the following assets of Sellers Seller (but excluding Excluded Assets) as of or after the ClosingClosing to the extent related to the Business:

Purchase and Sale of Assets. On Subject to the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Seller shall purchaseirrevocably sell, acquire and accept from Sellers, and Sellers shall sellconvey, transfer, assign, convey assign and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean all of Sellers’ right, title and interest inof Seller in and to, and Buyer (or its designated Affiliates) shall purchase from Seller, all of the assets of Seller owned, used or held for use in the conduct of the Business or otherwise relating to the Business, free and under clear of any Liens (other than the Permitted Liens), including the following assets of Sellers (but excluding Excluded collectively, other than the Retained Assets) as of or after , the Closing:“Purchased Assets”):

Purchase and Sale of Assets. On Subject to the terms and subject to the conditions set forth in of this Agreement, at the Closing Buyer shall purchase, purchase or acquire and accept from SellersSeller, and Sellers Seller shall sell, convey, transfer, assign, convey assign and deliver to Buyer, the Assets on the Closing Date against the consideration to be paid by Buyer the Purchased Assetsto Seller as specified in Section 3.1 hereof. The term “Purchased Assets” shall mean all of Sellers’ the right, title and interest in, to and under of Seller in the following assets of Sellers (but excluding assets, except to the extent they are Excluded Assets) as of or after the Closing:

Purchase and Sale of Assets. (a) On the terms and subject to the conditions set forth in this Agreement, at the Closing Buyer Closing, Purchaser shall purchase, acquire and accept from Sellers, and Sellers shall sell, transfer, assignconvey, convey assign and deliver to Buyer the Purchased Assets. “Purchased Assets” shall mean Purchaser, all of Sellers’ right, title and interest in, to and under the following assets Purchased Assets, free and clear of Sellers (but excluding Excluded Assets) as of or after the Closing:all Liens other than those created by Purchaser and other than Permitted Exceptions.