Agreement to Purchase and to Sell. Upon and subject to compliance with all terms and conditions of this Agreement, at Closing (hereinafter defined) Buyer agrees to purchase from Seller, and Seller agrees to sell and deliver to Buyer as herein provided, as an operating business, all right, title, and interest in and to all, but not less than all, of the tangible and intangible property, rights, and assets of Seller necessary, used, or useful for the operation of Seller's business (jointly and severally the "Property Sold"), excluding only the Excluded Property (hereinafter defined), and including the following:
Agreement to Purchase and to Sell. Upon the terms and subject to the conditions set forth in this Agreement, at Closing, the Purchaser shall purchase from each Seller, and each Seller shall sell to the Purchaser, the number of Shares as set forth opposite such Seller’s name in the table appearing on Exhibit B free and clear of all Encumbrances, together with all rights and benefits now and hereafter attaching thereto, including the right to receive any dividends that could be declared in the future.
Agreement to Purchase and to Sell. (a) On the terms and subject to the conditions set forth in this Agreement, at the Closing and effective as of the Closing Date, the Sellers shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase and acquire from the Sellers (i) the Transferred Shares, free and clear of any Encumbrances and (ii) all of CECA’s and Arkema Shanghai’s title and interest in, to and under the Transferred Assets, wherever located, free and clear of any Encumbrances other than Permitted Encumbrances, it being specified that the Transferred Assets (except for the Transferred Assets identified in paragraph (v) and (x) below) will be transferred by way of a sale of going concern (cession de fonds de commerce) pursuant to article L. 141-1 et seq. of the French Commercial Code.
Agreement to Purchase and to Sell. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, the Purchaser shall purchase from each Seller, and each Seller shall sell and deliver to the Purchaser all but not less than all the Transferred Securities it holds and set forth opposite each Seller’s name in the Securityholding Tables, free and clear of all Encumbrances, together with all rights and benefits attaching thereto at the Closing, subject, in respect of the Contributed Securities, to Article 8.3.
Agreement to Purchase and to Sell. Upon and subject to the terms and conditions of this Agreement, and relying upon the covenants, agreements, representations, and warranties of Buyer and Sellers herein contained and each act done pursuant to and in reliance upon this Agreement, Buyer agrees to purchase from Sellers, and Sellers agree to sell to Buyer the Stock. 1.2 2 .
Agreement to Purchase and to Sell. Subject to the terms and conditions hereof, the Vendor shall sell to the Purchaser and the Purchaser shall purchase from the Vendor the Lands for the Purchases Price. Such transaction of purchase and sale shall be completed on the Closing Date in the manner herein contemplated.
Agreement to Purchase and to Sell. Upon the terms and subject to the conditions set forth in this Agreement (including the Regulatory Conditions), at the Closing, the Purchaser shall purchase from each Seller, and each Seller shall sell and deliver to the Purchaser, full and valid title to all but not less than all the Transferred Securities it holds set forth opposite each Seller's name in the Security Holdings Tables, free and clear of all Encumbrances, together with all rights and benefits attaching thereto at the Closing, provided that the Purchaser shall not be required to purchase less than all of the Transferred Securities, thus allowing the Purchaser to have full and valid title, directly or indirectly, to 100% of the Company Securities immediately following the Closing.
Agreement to Purchase and to Sell. Upon and subject to (i) compliance with all terms and conditions of this agreement, and (ii) the rights of the Programmer under the Operating Agreement for Station during the Term thereof, Buyer agrees to purchase from Seller, and Seller agrees to sell, deliver, transfer, and convey to Buyer (or its nominee as to the Licenses) as an operating business all right, title, and interest in and to substantially all of the tangible and intangible property, rights, and assets of Station owned by Seller, and excluding only the Excluded Property (jointly and severally the "Property Sold").
Agreement to Purchase and to Sell
