Common use of Purchase and Sale of Purchased Interests Clause in Contracts

Purchase and Sale of Purchased Interests. Subject to the terms and conditions of this Agreement, Seller hereby agrees to sell, convey, transfer and assign to Purchaser at Closing, and Purchaser hereby agrees to purchase and acquire from Seller at Closing, all right, title and interest in and to the Purchased Interests, free and clear of all Liens (other than Liens imposed by Applicable Law related to the sale, transfer, pledge or other disposition of securities).

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (Gaiam, Inc), Membership Interest Purchase Agreement (Sequential Brands Group, Inc.)

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Purchase and Sale of Purchased Interests. Subject to At the Closing, upon the terms and subject to the conditions of set forth in this Agreement, Seller hereby agrees to shall sell, conveyassign, transfer and assign convey to Purchaser at ClosingBuyer (or a designated Subsidiary of Buyer), and Purchaser hereby agrees to Buyer (or a designated Subsidiary of Buyer) shall purchase and acquire from Seller at ClosingSeller, all right, title and interest in and to the Purchased Interests, free and clear of all any Liens (other than Liens transfer restrictions imposed thereon by Applicable Law related to the sale, transfer, pledge or other disposition of securities)applicable securities Laws.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Targa Resources Partners LP), Purchase and Sale Agreement (Targa Resources Partners LP), Purchase and Sale Agreement (Targa Resources Partners LP)

Purchase and Sale of Purchased Interests. Subject to At the Closing, upon the terms and subject to the conditions of set forth in this Agreement, Seller hereby agrees to shall sell, conveyassign, transfer and assign convey to Purchaser at ClosingBuyer, and Purchaser hereby agrees to Buyer shall purchase and acquire from Seller at ClosingSeller, all right, title and interest in and to the Purchased Interests, free and clear of all any Liens (other than Liens transfer restrictions imposed thereon by Applicable Law related to the sale, transfer, pledge or other disposition of securities)applicable securities Laws.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (TGT Pipeline LLC), Purchase and Sale Agreement (Boardwalk Pipelines LLC)

Purchase and Sale of Purchased Interests. Subject to At the Closing, upon the terms and subject to the conditions of set forth in this Agreement, Seller hereby agrees to Sellers shall sell, conveyassign, transfer and assign convey to Purchaser at ClosingBuyer (or a designated Subsidiary of Buyer), and Purchaser hereby agrees to Buyer (or a designated Subsidiary of Buyer) shall purchase and acquire from Seller at ClosingSellers, all right, title and interest in and to the Purchased Interests, free and clear of all any Liens (other than Liens transfer restrictions imposed thereon by Applicable Law related to the sale, transfer, pledge or other disposition of securities)applicable securities Laws.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Targa Resources, Inc.), Purchase and Sale Agreement (Targa Resources Partners LP)

Purchase and Sale of Purchased Interests. Subject to (a) At the Closing, upon the terms and subject to the conditions of set forth in this Agreement, Seller hereby agrees to the Sellers shall sell, conveyassign, transfer and assign convey to Purchaser at Closingthe Purchaser, and the Purchaser hereby agrees to shall purchase and acquire from Seller at Closingthe Sellers and assume and accept the Liabilities associated with, all right, title and interest in and to the Purchased Interests, free and clear of all Liens (other than Liens imposed created by Applicable Law related to or on behalf of the salePurchaser or any of its Affiliates, transfer, pledge arising from restrictions under securities Laws or other disposition contained in the Organizational Documents of securitiesany Target Company).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Oneok Inc /New/)

Purchase and Sale of Purchased Interests. Subject to (a) At the Closing, upon the terms and subject to the conditions of set forth in this Agreement, the Seller hereby agrees to shall sell, conveyassign, transfer and assign convey to Purchaser at Closingthe Purchaser, and the Purchaser hereby agrees to shall purchase and acquire from the Seller at Closingand assume and accept the Liabilities associated with, all right, title and interest in and to the Purchased Interests, free and clear of all Liens (other than Liens imposed by Applicable Law related to the sale, transfer, pledge or other disposition of securitiesPermitted Liens).

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Kinetik Holdings Inc.)

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Purchase and Sale of Purchased Interests. Subject to At the Closing, upon the terms and subject to the conditions of set forth in this Agreement, Seller hereby agrees to Sellers shall sell, conveyassign, transfer and assign convey to Purchaser at ClosingBuyers, and Purchaser hereby agrees to Buyers shall purchase and acquire from Seller at ClosingSellers, all right, title and interest in and to the Purchased Interests, free and clear of all any Liens (other than Liens transfer restrictions imposed thereon by Applicable Law related to the sale, transfer, pledge or other disposition of securities)applicable securities Laws.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Southern Union Co)

Purchase and Sale of Purchased Interests. Subject to Upon the terms and subject to the conditions of set forth in this Agreement, Seller hereby agrees to at the Closing, the Sellers shall sell, conveyassign, transfer and assign deliver to Purchaser at ClosingPurchaser, and Purchaser hereby agrees to shall purchase and acquire from Seller at Closingeach Seller, all of such Seller’s right, title and interest in and to the Purchased Interests, free and clear of all Liens (other than Liens imposed by Applicable Law related any Transfer Restrictions (it being agreed that in no event are the Sellers’ transferring to the sale, transfer, pledge or other disposition of securitiesPurchaser hereunder any Retained Rights).

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Penske Automotive Group, Inc.)

Purchase and Sale of Purchased Interests. Subject to and upon the terms and conditions of this Agreement, at the Closing, the Seller hereby agrees to shall sell, convey, assign, transfer and assign deliver to Purchaser at Closing, and Purchaser hereby agrees to purchase and acquire from Seller at Closing, all right, title and interest in and to the Purchased InterestsPurchaser, free and clear of any and all Liens (other than any restrictions on transfer by the Purchaser imposed under applicable securities laws and Liens imposed by Applicable Law related to described in clause (vi) of the saledefinition of Permitted Encumbrances), transferand Purchaser shall purchase and accept from the Seller, pledge or other disposition of securities)the Purchased Interests.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Inland Diversified Real Estate Trust, Inc.)

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