Subject to the terms and conditions of this Agreement, at Closing, Seller shall sell, grant, assign, convey, transfer and deliver to Buyer, and Buyer shall purchase and acquire from Seller, the Shares, free and clear of all Liens. Notwithstanding anything herein to the contrary, however, it is agreed by the Parties that the actual cash capital in the Companies, other than $500,000, shall not be part of the Transactions and shall be retained by Seller as set forth in Section 6.08.