Agreement to Sell and Price Sample Clauses

Agreement to Sell and Price. 2.1 Subject to the terms and conditions contained herein, Seller shall sell to Purchaser and Purchaser shall purchase from Seller effective from the Closing Date, the Property including the following:
Sample 1
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Agreement to Sell and Price. 2.1 The Vendor as beneficial owner shall sell and the Purchaser shall purchase the Business as a going concern and with effect from the opening of business on the Transfer Date, including the following Business Assets:
Sample 1
Agreement to Sell and Price. 2.1 The Selling Parties shall sell and transfer (or procure the sale and transfer of) and the Purchaser shall purchase and take over the following:
Sample 1
Agreement to Sell and Price. The Vendors shall sell and the Purchaser shall purchase as a going concern the whole of the property, undertaking and assets of the Business referred to in Clauses 2.2 and 2.3. WFSL shall sell (or shall procure the sale of) with full title guarantee and the Purchaser shall purchase, with effect from the close of business on the Transfer Date, the following Business Assets: the cash of the Business; the Plant and Equipment; the Trade Debtors; the benefit (subject to the burden) of all Contracts; the benefit of all Business Claims; the Records; and such title, right and interest as it has or may have in the Business IPR. Xxxxxx shall sell (or shall procure the sale of) with full title guarantee and the Purchaser shall purchase, with effect from the close of business on the Transfer Date, the following Business Assets: subject to the provisions of Schedule 4, the Leasehold Property; the Business IPR; the Goodwill; the Records; and the Domain Name. The Purchaser acknowledges that no goodwill is attributable to any of the Business Assets being sold by WFSL. The consideration for the sale and transfer by the Vendors of the Business shall be £1,600,000 which shall be satisfied by: the payment by the Purchaser of £200,000 in cash to Xxxxxx on 31 December 2000; the payment by the Purchaser of £100,000 in cash to WFSL on 31 December 2000; the payment by the Purchaser of £200,000 in cash to Xxxxxx on 31 March 2001; the payment by the Purchaser of £100,000 in cash to WFSL on 31 March 2001; and the delivery by the Purchaser to Xxxxxx on Completion of the loan note (as evidenced by the Loan Note Instrument), which shall be secured by a fixed and floating charge over the undertaking and assets of the Purchaser and shall be repayable by the Purchaser in six monthly instalments of £400,000 on 30 June 2001, £400,000 on 31 December 2001 and £200,000 on 30 June 2002 the "First Payment Date", the "Second Payment Date" and the "Third Payment Date" respectively and collectively (the "Payment Dates"). The Purchaser shall assume, and shall assume responsibility for the satisfaction of, all the Liabilities and, subject to Clauses 2.7 and 11.12, the Vendors shall jointly and severally indemnify the Purchaser against all liability, proceedings, claims, costs, fines, penalties, damages, losses, actions, awards, expenses (including professional costs and expenses reasonably incurred) and demands as suffered or incurred by the Purchaser in respect of the Contingent Liabilities. The liab...
Sample 1

Related to Agreement to Sell and Price

  • Agreement to Sell and Purchase Subject to and in accordance with the terms and conditions of this Agreement, Buyer agrees to purchase the Assets from Seller, and Seller agrees to sell the Assets to Buyer.

  • Agreement to Sell and Buy Subject to the terms and conditions set forth in this Agreement, Seller hereby agrees to transfer and deliver to Buyer on the Closing Date, and Buyer agrees to purchase, all of the Assets, free and clear of any claims, liabilities, mortgages, liens, pledges, conditions, charges, or encumbrances of any nature whatsoever (except for those permitted in accordance with Section 2.5, 3.5 or 3.6 below), more specifically described as follows:

  • Agreement to Sell and to Purchase Subject to and in accordance with the terms, conditions and provisions hereof, Seller agrees to sell the Property to Buyer, and Buyer agrees to purchase the Property from Seller.

  • Agreement to Sell 1.1 Seller hereby agrees to sell the Project to Purchaser, and Purchaser hereby agrees to purchase the Project from Seller, in accordance with the terms and subject to the conditions hereinafter set forth.

  • Agreement to Sell and Purchase the Shares At the Closing (as defined in Section 3), the Company will sell to the Purchaser, and the Purchaser will buy from the Company, upon the terms and conditions hereinafter set forth, the number of Shares (at the purchase price) shown below:

  • Agreement to Sell and Purchase the Securities Upon the terms and subject to the conditions hereinafter set forth, at the Closing (as defined in Section 3.1), the Company will sell to the Investor, and the Investor will purchase from the Company, the aggregate amount of Securities set forth on the Investor’s signature page hereto at the purchase price set forth on such signature page.

  • Agreement to Subscribe Purchase Price (i) SELLER and BUYER are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Rule 506 under Regulation D ("Regulation D") as promulgated by the United States Securities and Exchange Commission (the "Commission") under the Securities Act; and

  • Agreement to Sell and Contribute on the Closing Date On the terms and subject to the conditions set forth in this Agreement, Santander Consumer does hereby irrevocably sell, transfer, assign, contribute and otherwise convey to the Purchaser without recourse (subject to the obligations herein) on the Closing Date all of Santander Consumer’s right, title and interest in, to and under the Receivables, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment substantially in the form of Exhibit A delivered on the Closing Date (collectively, the “Purchased Assets”). The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by the Purchaser of any obligation of the Originator to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

  • Agreement to Purchase and Sell Stock Subject to the terms and conditions of this Agreement, the Company agrees to sell to each of the Investors at the Closing (as defined below), and each of the Investors agrees to purchase from the Company at the Closing, the number of shares of the Company's Common Stock set forth opposite such Investor's name on the Schedule of Investors (collectively, the "Shares") at a price of $39.00 per share.

  • Agreement to Purchase and Sell On the terms and subject to the conditions set forth in this Agreement, each Originator, severally and for itself, agrees to sell to the Buyer, and the Buyer agrees to purchase from such Originator, from time to time on or after the Closing Date, but before the Purchase and Sale Termination Date (as defined in Section 1.4), all of such Originator’s right, title and interest in and to:

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