Obligation to Purchase and Sell; Closing Sample Clauses

Obligation to Purchase and Sell; Closing. If MW, GEI or the Company delivers an Election Notice, then it shall be obligated to purchase, and the Stockholder shall be obligated to sell, the Capital Stock described in such Election Notice at the cash price and on the other terms indicated in the Bona Fide Offer (subject to Section 3.6), except that the closing of such purchase and sale shall be held on the tenth business day after the expiration of the Election Period at 10:30 a.m., local time, at the principal executive office of the Company in Oregon, or at such other time and place as the parties to such purchase and sale may mutually agree.
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Obligation to Purchase and Sell; Closing. If any Executive Stockholder, GEI or the Company delivers an Election Notice, then it shall be obligated to purchase, and the relevant Stockholder shall be obligated to sell, the Common Stock described in such Election Notice at the cash price and on the other terms indicated in the Bona Fide Offer (subject to Section 3.5), except that the closing of such purchase and sale shall be held on the twentieth business day after the expiration of the Election Period at 10:30 a.m., local time, at the principal executive office of the Company in Pennsylvania, or at such other time and place as the parties to such purchase and sale may mutually agree.
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Obligation to Purchase and Sell; Closing. If GEI, any Mezzanine Investor, any Select Roll-Over Investor or the Company delivers a Call Notice pursuant to the terms of this Article III, then it shall be obligated to purchase, and the relevant Employee Holder or Select Roll-Over Investor, as applicable, shall be obligated to sell, the Capital Stock described in such Call Notice at the price per share of Capital Stock determined in accordance with this Article III. The closing of all purchases and sales of Capital Stock pursuant to this Article III shall be held at 10:30 a.m., local time, at the principal executive office of the Company in Coppell, Texas, on the later of (x) the fifth day after final determination of the Fair Market Value of the shares of Capital Stock in accordance with Section 3.7 and (y) the sixtieth day following the earlier of (i) expiration of the Call Period and (ii) delivery by GEI, the Mezzanine Investors or the Select Roll-Over Investors, as the case may be, of a Call Notice (or at such other time and place as the parties to such purchase and sale may mutually agree). If the aforesaid closing date falls on a day which is not a business day, then the closing shall be held on the next succeeding business day.
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Obligation to Purchase and Sell; Closing. If GEI or the Company delivers an Election Notice, then it shall be obligated to purchase, and the relevant Management Holder shall be obligated to sell, the Capital Stock described in such Election Notice at the cash price and on the other terms indicated in the Bona Fide Offer (subject to Section 2.4), except that the closing of such purchase and sale shall be held on the tenth business day after the expiration of the Election Period at 10:30 a.m., local time, at the principal executive office of the Company in Downers Grove, IL, or at such other time and place as the parties to such purchase and sale may mutually agree.
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Obligation to Purchase and Sell; Closing. If GEI or the Company delivers a Call Notice, then it shall be obligated to purchase, and the relevant Management Holders shall be obligated to sell, the Common Stock described in such Call Notice at the applicable price per share determined in accordance with the first sentence of Section 3.2 and Section 3.7. The closing of all purchases and sales of Common Stock pursuant to this Article III shall be held at 10:30 a.m., local time, at the principal executive office of the Company in Downers Grove, IL, on the later of (x) the fifth day after final determination of the Fair Market Value of the shares of Common Stock in accordance with Section 3.7, if such a determination is required pursuant to Section 3.2 and (y) a day specified by GEI or the Company, as applicable, in the Call Notice, which date shall not be later than the sixtieth day following the expiration of the Call Period and earlier than five days following the delivery by GEI or the Company, as applicable, of a Call Notice (or at such other time and place as the parties to such purchase and sale may mutually agree). If the aforesaid closing date falls on a day which is not a business day, then the closing shall be held on the next succeeding business day. In the event a Management Investor has transferred shares of Common Stock to one or more Permitted Transferees and fewer than all of such shares of Common Stock are to be purchased pursuant to this Article III, then the number of shares of Common Stock to be purchased shall be allocated among the Management Investor and such Permitted Transferees pro rata based upon the number of shares owned by each of them unless the Management Investor and each such Permitted Transferee deliver a notice to the Company and GEI no later than the fifth day prior to the closing of such purchase and sale specifying an alternate allocation.
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Related to Obligation to Purchase and Sell; Closing

  • 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:

  • Agreement to Purchase and Sell Shares Subject to the terms and conditions of this Agreement, at the Closing (as herein defined), the Company shall sell and issue to the Purchaser, 48,077 shares of Common Stock (the shares of Common Stock purchased by the Purchaser, the “Purchased Shares”) for an aggregate purchase price of $25,000 and a per share purchase price of $0.52 (such amount being equal to the OTCQX closing transaction price of the Common Stock on the previous business day).

  • 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.

  • Conditions to Purchaser’s Obligation to Purchase The obligation of the Purchaser hereunder to purchase the Securities at the Closing is subject to the satisfaction, on or before the Closing Date, of each of the following conditions, provided that these conditions may be waived by the Purchaser at any time in its sole discretion:

  • Conditions to The Purchaser’s Obligation to Purchase The obligation of the Purchaser hereunder to purchase the Note at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for the Purchaser’s sole benefit and may be waived by the Purchaser at any time in its sole discretion:

  • Conditions to Purchaser’s Obligation to Close The obligation of Purchaser to Close under this Agreement is subject to each of the following conditions (any one of which may, at the option of Purchaser, be waived in writing by Purchaser) existing on the date of this Agreement, or such earlier date as the context may require.

  • CONDITIONS TO BUYER'S OBLIGATION TO PURCHASE The obligation of each Buyer hereunder to purchase the Debenture and Warrants at each Closing is subject to the satisfaction, at or before the Closing Date, of each of the following conditions, provided that these conditions are for such Buyer's sole benefit and may be waived by such Buyer at any time in its sole discretion:

  • CONDITIONS TO EACH PURCHASER'S OBLIGATION TO PURCHASE 7.1 The obligation of each Purchaser hereunder to purchase the Preferred Stock and Warrants to be purchased by it on the date of the Closing is subject to the satisfaction of each of the following conditions, provided that these conditions are for each Purchaser's sole benefit and may be waived by such Purchaser at any time in such Purchaser's sole discretion:

  • Conditions to The Buyer’s Obligation to Purchase The obligation of the Buyer hereunder to purchase the Note at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for the Buyer’s sole benefit and may be waived by the Buyer at any time in its sole discretion:

  • Conditions to Purchasers’ Obligations at the Closing Purchasers’ obligation to purchase the Shares at the Closing are subject to the satisfaction, at or prior to the Closing Date, of the following conditions:

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