Delivery and Purchase of Shares Sample Clauses

Delivery and Purchase of Shares. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing (as defined below), Seller will sell, convey, assign and transfer to Purchaser all of the rights, title and interest in and to the Company Shares, and Purchaser will purchase, acquire and receive from Seller, the Company Shares, free and clear of all Encumbrances, other than restrictions on transfer imposed by applicable securities laws (the “Share Purchase”).
Sample 1
AutoNDA by SimpleDocs
Delivery and Purchase of Shares. Upon the terms and subject to the conditions of this Agreement, on the Closing Date (as defined below), (i) each of Sellers will sell, convey, assign and transfer to Purchaser or its designee certificates evidencing the Seller Shares, and (ii) Purchaser shall acquire from the Management Stockholders the Management Shares, to the extent such Management Shares have been delivered to the Escrow Agent (as defined below) in accordance with Section 5.01; provided that Purchaser shall not be obligated to purchase any Management Shares that are not delivered by the holder thereof free of any Liens (as defined below) (except Liens arising as a result of an act on the part of Purchaser). Such certificates evidencing the Company Common Stock shall be duly endorsed in blank, or be accompanied by appropriate stock transfer powers duly executed in blank, with all necessary stock transfer tax stamps affixed and canceled.
Sample 1
Delivery and Purchase of Shares. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Seller will cause the applicable Seller Entities to sell, convey, assign and transfer to Purchaser, and Purchaser will purchase, acquire and receive from the applicable Seller Entities, the Purchased Equity Interests, in each case, free and clear of any Encumbrances other than Permitted Encumbrances.
Sample 1
Delivery and Purchase of Shares. 4 2.1 Purchase and Sale of Shares. . . . . . . . . . . . . . . . . . . . . . . 4 2.2 Effect of Control Transaction. . . . . . . . . . . . . . . . . . . . . . 5 2.3 Effect of Certain Issuances of Common Stock. . . . . . . . . . . . . . . 7 2.4 Taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 ARTICLE III
Sample 1
Delivery and Purchase of Shares. 3 2.1 Purchase and Sale of Shares.............................................3 2.2 Closing of Purchase and Sale of Shares..................................4 ARTICLE III
Sample 1
Delivery and Purchase of Shares 
Sample 1Sample 2Sample 3See All (4)

Related to Delivery and Purchase of Shares

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

  • Subscription and Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby subscribes for and purchases the Shares from the Company, 1,125,000 of which are subject to surrender and cancellation, on the terms and subject to the conditions set forth in this Agreement. All references in this Agreement to shares of the Company being surrendered and canceled shall take effect as surrenders and cancellations for no consideration of such shares as a matter of Cayman Islands law.

  • Sale and Purchase of Stock 1.1 Subject to the terms, provisions and conditions set forth herein, Seller hereby sells and delivers to Purchaser, and Purchaser hereby purchases and receives from Seller, the Shares, in exchange for the purchase price set forth hereinafter. Purchaser hereby acknowledges receipt of one or more stock certificates representing the Shares, duly endorsed or accompanied by duly executed stock transfer form.

  • Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall, at its option, deliver to the Subscriber a certificate registered in the Subscriber’s name representing the shares (the “Original Certificate”), or effect such delivery in book-entry form.

  • Purchase of Firm Units On the basis of the representations and warranties contained herein, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, and the Underwriters agree to purchase from the Company, severally and not jointly, an aggregate of 10,000,000 units (the “Firm Units”) of the Company, as set forth opposite the respective names of the Underwriters on Schedule A hereto, at a purchase price (net of discounts and commissions and the Deferred Underwriting Commission described in Section 1.3 below) of $9.45

  • Sale and Purchase of Common Stock 1.1. Subject to the conditions hereof, the Company hereby agrees to issue and sell to Subscriber, and Subscriber hereby agrees to subscribe for and purchase from the Company, for investment, on the Closing Date (as defined below), the number of shares of Common Stock set forth next to Subscriber’s name on Schedule I hereto (the “Shares”) at a purchase price equal to the price per share to the public in the Public Offering, less the underwriting discounts and commission payable to the underwriters in the Public Offering (the “Purchase Price”).

  • Purchase of Firm Shares Based on the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the Underwriters an aggregate of [●] the Firm Shares at a purchase price (net of discounts) of $[●] per Share. The Underwriters agree to purchase from the Company the Firm Shares in such amounts as set forth opposite their respective names on Schedule A attached hereto and made a part hereof.

  • Purchase of Stock 2 Section 1.1

  • Sale and Purchase of the Shares On the basis of the representations, warranties and agreements contained in, and subject to the terms and conditions of, this Agreement:

  • Purchase of Units On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 20,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!