n of the parties hereto that, upon the consummation of the transactions contemplated hereby, the Purchaser will acquire good and marketable tide to the Personal Property, one hundred percent (100%) of the legal title to the Real Property (indirectly, by its acquisition of the Shares) and one hundred percent (100%) of

sly sold, transferred, assigned, pledged or encumbered by lien (either voluntarily or involuntarily) any of its right, title, and interest in and to the Personal Property, Accounts Receivable, Assigned Contracts, Intangibles and other Assets and holds good and valid title to the Personal Property, Accounts Receivable

nd stationery bearing Seller's name or the names "Life", "Life Magazine", "Life Hotel", "Henry", "Gibson & Luce" or any derivations thereof (all of the Personal Property described in this clause (x), collectively, the "Intellectual Property"), in all cases provided that the sale and transfer of the Intellectual Prope

ft.frper-eent-E-50%)-ef-sueh-nteFtgage recording-tax-savings. 2.4 Purchaser expressly agrees and acknowledges that although the Property includes the Personal Property, such Personal Property has no independent resale value, that no portion of the Purchase Price is allocated to such Personal Property, and that no P

d by Buyer shall, within 5 days after written demand by Buyer, be refunded to Buyer and, 458 simultaneously with such repayment, Buyer shall return the Personal Property, vacate the Real Property and re- 459 convey the Property to Seller by special warranty deed and bed of sale; and (4) If Buyer falls to make timely

d by Buyer shall, within 5 days after written demand by Buyer, be refunded to Buyer and, 458 simultaneously with such repayment, Buyer shall return the Personal Property, vacate the Real Property and re- 459 convey the Property to Seller by special warranty deed and bill of sale; and (4) if Buyer falls to make timely

perty free and clear of all liens and en- cumbrances and that Watchtower has the right to sell the same. Watchtower will warrant and defend title to the Personal Property against the lawful claims and demands of all persons. This warranty ap- plies only to title. 3. This Assignment is made without representation or wa