Transaction Closing And Consents

Summary

The legal agreement outlines the transaction closing around December 31, 2024, with asset title transfer and purchase price payment. Third-party consents are necessary for asset transfer, and if not obtained, the seller will cooperate with the buyer. The seller has no liabilities related to the assets, and all relevant facts are disclosed. The sale complies with Tennessees Bulk Sales Law. The seller agrees to maintain the lease in their name if the landlord does not assign the security deposit.

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what does this mean e.Seller has no liability (whether known or unknown, asserted or unasserted, absolute or contingent, accrued or unaccrued, liquidated or unliquidated, and whether due or to become due) and there is no basis for any present or future action, suit, proceeding, hearing, investigation, charge, complaint, claim or demand against it giving rise to any liability, relating to or affecting, directly or indirectly, any of the Assets or which may result in any liability or obligation to Buyer.

This clause means the seller is not responsible for any liabilities related to the assets. This includes any known or unknown issues, pending or future claims, or any potential legal actions. The buyer cannot hold the seller liable for any problems or obligations associated with the assets.
Is there a specific part of this clause you would like to understand better?

reword this . Crab Fever Lease Agreement. Seller has a current lease ("Lease Agreement") for the use of the premises in which the Business operates. Buyer has received a copy and has had an opportunity to review this Lease Agreement executed by and between Seller and their landlord ("Landlord"). Lease Agreement attached hereto as Exhibit C. i.Security Deposit. In the event Landlord agrees to the assignment of the Lease Agreement from Seller to Buyer, (*) Seller shall request, within sixty (*) days of such approval, that the currently existing security deposit ("Security Deposit") be assigned to Buyer for the benefit of the Buyer, (*) provide proof of such assignment to Buyer within three (*) days, and (*) Buyer shall pay the sum of Thirty Thousand Seven Hundred and Forty-Five Dollars ($*,*.*) as reimbursement of Seller's Security Deposit. If Landlord refuses to assign the Security Deposit, Buyer will not be responsible for reimbursement to Seller of any amount relating to the Security Deposit. to say the buyer will maintain the lease in his name

Crab Fever Lease Agreement
Seller currently holds a lease ("Lease Agreement") for the premises where the Business operates. The Buyer has received and reviewed a copy of this Lease Agreement executed between the Seller and the Landlord, attached as Exhibit C.
**i. Security Deposit:**
- If the Landlord consents to the lease assignment from Seller to Buyer:
*. Seller will request, within 60 days, the assignment of the existing security deposit ("Security Deposit") to Buyer.
*. Seller will provide proof of the assignment to Buyer within 3 days.
*. Buyer will reimburse Seller $*,*.* for the Security Deposit.
- If the Landlord does not assign the Security Deposit, Buyer will not reimburse Seller for it.
Buyer will maintain the lease in their name.

reword this to say the seller agrees to maintain the lease in their name . Crab Fever Lease Agreement. Seller has a current lease ("Lease Agreement") for the use of the premises in which the Business operates. Buyer has received a copy and has had an opportunity to review this Lease Agreement executed by and between Seller and their landlord ("Landlord"). Lease Agreement attached hereto as Exhibit C. i.Security Deposit. In the event Landlord agrees to the assignment of the Lease Agreement from Seller to Buyer, (*) Seller shall request, within sixty (*) days of such approval, that the currently existing security deposit ("Security Deposit") be assigned to Buyer for the benefit of the Buyer, (*) provide proof of such assignment to Buyer within three (*) days, and (*) Buyer shall pay the sum of Thirty Thousand Seven Hundred and Forty-Five Dollars ($*,*.*) as reimbursement of Seller's Security Deposit. If Landlord refuses to assign the Security Deposit, Buyer will not be responsible for reimbursement to Seller of any amount relating to the Security Deposit.

Crab Fever Lease Agreement
Seller currently holds a lease ("Lease Agreement") for the premises where the Business operates. The Buyer has received and reviewed a copy of this Lease Agreement executed between the Seller and the Landlord, attached as Exhibit C.
i. Security Deposit:
- If the Landlord consents to the lease assignment from Seller to Buyer:
*. Seller will request, within 60 days, the assignment of the existing security deposit ("Security Deposit") to Buyer.
*. Seller will provide proof of the assignment to Buyer within 3 days.
*. Buyer will reimburse Seller $*,*.* for the Security Deposit.
- If the Landlord does not assign the Security Deposit, Buyer will not reimburse Seller for it.
Seller agrees to maintain the Lease Agreement in their name.

write a statement to say that the seller agrees to maintain the lease in their name

Certainly! Here's a concise statement:
"Seller agrees to maintain the Lease Agreement in their name."

Transaction Closing And Consents

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