PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES Sample Clauses

PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES. 2.1 Purchase and Sale of Interests 21 2.2 Time and Place of Closing 21 2.3 Deliveries at Closing 22 2.4 Contingent Consideration 23 2.5 True-Up Payment 34 2.6 Withholding 35 Article III Representations and Warranties of SELLER
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PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES. Section 1.1 Purchase and Sale of Interests 2 Section 1.2 Time and Place of Closing 2 Section 1.3 Deliveries at Closing 3 Section 1.4 Purchase Price Adjustment 4 Section 1.5 Withholding 7 Section 1.6 Value Added Tax 7 Section 1.7 Purchase Price Allocation 8 ARTICLE II
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PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES. 1.1 Purchase and Sale of Company Equity Interests 2 1.2 Time and Place of Closing 2 1.3 Deliveries at Closing 2 1.4 Indemnification Escrow Fund and Adjustment Escrow Fund 4 1.5 Working Capital Reconciliation 5 1.6 Earn-out Consideration 10 ARTICLE II
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PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES. Section 2.1 Purchase and Sale of Shares 10 Section 2.2 Time and Place of Closing 10 Section 2.3 Deliveries at Closing 10 ARTICLE III
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PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES. 1.1 Purchase and Sale of the Investor Shares 1 1.2 Consideration 1 1.3 Deposits 1 1.4 Time and Place of the Closing 2 1.5 Deliveries at the Closing 2 1.6 Deposited Funds 4
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PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES. 1.1 Purchase and Sale of Interests 2 1.2 Time and Place of Closing 2 1.3 Deliveries at Closing 2 1.4 Purchase Price Adjustment 3 1.5 Purchase Price Allocation 6 1.6 Withholding 7 ARTICLE II
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PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES. 1.1 Purchase and Sale of AAP Equity Interests 1
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PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES 
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Related to PURCHASE AND SALE; CLOSING; CLOSING DELIVERIES

  • Purchaser Closing Deliveries At the Closing, Purchaser shall deliver, or cause to be delivered, the following:

  • Purchase and Sale Closing 19 Section 2.1 Purchase and Sale of Acquired Assets 19 Section 2.2 Excluded Assets 20 Section 2.3 Assumption of Assumed Liabilities 22 Section 2.4 Excluded Liabilities 23 Section 2.5 Purchase Price 25 Section 2.6 Certain Adjustments to Base Purchase Price 25 Section 2.7 Proration 28 Section 2.8 Allocation of Purchase Price 30 Section 2.9 Closing 30 Section 2.10 Deliveries by Seller at Closing 30 Section 2.11 Deliveries by Buyer at Closing 32 Section 2.12 Guaranties 34 ARTICLE III REPRESENTATIONS AND WARRANTIES OF SELLER 34 Section 3.1 Organization and Existence 34 Section 3.2 Authority and Enforceability 34 Section 3.3 No Conflicts; Consents and Approvals 34 Section 3.4 Legal Proceedings 35 Section 3.5 Compliance with Laws; Permits 35 Section 3.6 Title to Acquired Assets 36 Section 3.7 Assets Used in Operation of the Facilities 36 Section 3.8 Material Contracts 37 Section 3.9 Insurance 39 Section 3.10 Taxes 39 Section 3.11 Environmental Matters 39 Section 3.12 Employment and Labor Matters 40 Section 3.13 Employee Benefit Plans 42 Section 3.14 Condemnation 42 Section 3.15 Financial Information 42 Section 3.16 Absence of Certain Changes 43 Section 3.17 Real Property 43 Section 3.18 Regulatory Status 44 Section 3.19 Brokers 44 Section 3.20 Complete Copies 44 Section 3.21 Capacity Markets; Winter Reliability Program 44 Section 3.22 Exclusive Representations and Warranties 45

  • Buyer Closing Deliveries At the Closing, Buyer shall deliver or cause to be delivered the following:

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