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

Purchase and Sale of Purchased Shares. At the Closing and on the terms and subject to the conditions set forth in this Agreement, Sellers shall sell and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to Purchaser.

Appears in 5 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement, Share Purchase Agreement (Silicon Motion Technology CORP)

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Purchase and Sale of Purchased Shares. At the Closing and on Subject to the terms and subject to the conditions set forth in of this Agreement, Sellers shall sell at the Closing, Seller will sell, transfer and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, the Purchased SharesShares to Buyer, free and clear of any Encumbrance, and Buyer will purchase all Encumbrances and in suitable form for transfer to Purchaserof the Purchased Shares from Seller.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Hybrook Resources Corp.), Stock Purchase Agreement (Hybrook Resources Corp.)

Purchase and Sale of Purchased Shares. Subject to the terms and conditions of this Agreement, at the Time of Closing, the Vendor (as beneficial and registered owner) shall sell the Purchased Shares to the Purchaser, free and clear of all Encumbrances, and the Purchaser shall purchase the Purchased Shares. At the Closing and on hereunder, the terms and subject to the conditions set forth in this Agreement, Sellers shall sell and deliver to Purchaser, and Purchaser shall purchase from Sellers receive good and pay therefor, the valid title to such Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to PurchaserEncumbrances.

Appears in 2 contracts

Samples: Share Purchase Agreement (Amdocs LTD), Share Purchase Agreement (Amdocs LTD)

Purchase and Sale of Purchased Shares. At the Closing and on Upon the terms and subject to the conditions set forth in of this Agreement, Sellers shall sell and deliver to Purchaserat the Closing, and Purchaser shall purchase from Sellers and pay therefor, the Purchased SharesShares from Seller, free and clear of any Seller shall sell, assign, transfer, convey and all Encumbrances and deliver the Purchased Shares to Purchaser for the consideration specified in suitable form for transfer to PurchaserSection 2.2.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Amaya Inc.), Stock Purchase Agreement (AP Gaming Holdco, Inc.)

Purchase and Sale of Purchased Shares. At the Closing and on subject to and upon the terms and subject to the conditions set forth in of this Agreement, Sellers shall sell sell, transfer, convey, assign and deliver to PurchaserBuyer, and Purchaser Buyer shall purchase purchase, acquire and accept from Sellers Sellers, all of the issued and pay thereforoutstanding equity interests of the Company (collectively, the Purchased Shares”), free and clear of any all Liens (other than those imposed by applicable securities Laws and all Encumbrances and in suitable form for transfer to Purchaserthose incurred by Buyer).

Appears in 1 contract

Samples: Share Exchange Agreement (Nac Global Technologies, Inc.)

Purchase and Sale of Purchased Shares. At the Closing and on Upon the terms and subject to the conditions set forth in this Agreement, Sellers at the Closing, the Company shall sell and deliver issue to PurchaserBuyer, and Purchaser Buyer shall purchase purchase, acquire and accept from Sellers and pay therefor, the Company the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to Purchaser.

Appears in 1 contract

Samples: Subscription Agreement (Linens N Things Inc)

Purchase and Sale of Purchased Shares. At the Closing and on On the terms and subject to the conditions set forth in of this Agreement, Sellers at the Closing, Seller shall sell sell, transfer and deliver the Purchased Shares to PurchaserBuyer, and Purchaser Buyer shall purchase from Sellers and pay therefor, the Purchased SharesShares from Seller, free and clear of any and all Encumbrances and in suitable form for transfer to PurchaserEncumbrances, other than Permitted Equity Encumbrances.

Appears in 1 contract

Samples: Stock Purchase Agreement (Fat Brands, Inc)

Purchase and Sale of Purchased Shares. At the Closing and on the terms On and subject to the terms and conditions set forth in of this Agreement, Buyer shall purchase from Sellers, and Sellers shall sell sell, transfer, convey, and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, the Purchased SharesBuyer, free and clear of any and all Encumbrances and Encumbrances, the Purchased Shares for the consideration specified in suitable form for transfer to PurchaserSection 2.2 below.

Appears in 1 contract

Samples: Stock Purchase Agreement (Idt Corp)

Purchase and Sale of Purchased Shares. At the Closing and on the terms Upon and subject to the terms and conditions set forth in this Agreement, Sellers at the Closing (as hereinafter defined), Buyer shall sell purchase from Seller and Seller, as directed by the Named Fiduciary, shall sell, transfer, assign and deliver to PurchaserBuyer, all of Seller’s right, title and Purchaser shall purchase from Sellers and pay therefor, interest in the Purchased Shares, free and clear of any and all Encumbrances liens, security interests, mortgages, charges, restrictions, adverse claims, encumbrances and in suitable form for transfer to Purchaserrights of other persons of every nature and description whatsoever.

Appears in 1 contract

Samples: Share Purchase Agreement (Adesa Inc)

Purchase and Sale of Purchased Shares. At the Closing and on the terms Upon and subject to the terms and conditions set forth in this Agreement, Sellers at the Closing (as hereinafter defined), Buyer shall sell purchase from Seller and Seller shall sell, transfer, assign and deliver to PurchaserBuyer, all of Seller’s right, title and Purchaser shall purchase from Sellers and pay therefor, interest in the Purchased Shares, free and clear of any and all Encumbrances liens, security interests, mortgages, charges, restrictions, adverse claims, encumbrances and in suitable form for transfer to Purchaserrights of other persons of every nature and description whatsoever.

Appears in 1 contract

Samples: Share Purchase Agreement (Adesa Inc)

Purchase and Sale of Purchased Shares. At On the Closing and on the ------------------------------------- terms and subject to the conditions set forth in this Agreementherein, Sellers at the Closing, Seller shall sell sell, assign, transfer, convey and deliver to Purchaser, and Purchaser shall purchase purchase, acquire and accept from Sellers and pay thereforSeller, the Purchased Shares, including all rights to receive and share in dividends and distributions thereon and the right to vote on corporate matters, free and clear of any and all Encumbrances and in suitable form for transfer to PurchaserLiens.

Appears in 1 contract

Samples: Acquisition Agreement (FutureFuel Corp.)

Purchase and Sale of Purchased Shares. At the Closing and on On the terms and subject to the conditions set forth in this Agreement, Sellers at the Closing, Purchaser shall sell purchase and accept from the Seller, and the Seller shall sell, assign, transfer, and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, all of the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to PurchaserEncumbrances.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amalgamated Specialty Group Holdings, Inc.)

Purchase and Sale of Purchased Shares. At the Closing and on the terms and subject to the conditions set forth in this Agreement, Sellers shall sell and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to Purchaser.

Appears in 1 contract

Samples: Share Purchase Agreement (Flow International Corp)

Purchase and Sale of Purchased Shares. At the Closing and on Subject to the terms and subject conditions hereof, at the Time of Closing, each Seller shall sell, assign and transfer to the conditions set forth in this Agreement, Sellers shall sell and deliver to Purchaser, Purchaser and Purchaser shall purchase from Sellers and pay thereforsuch Seller all, but not less than all, of the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to PurchaserShares held by such Seller.

Appears in 1 contract

Samples: Share Purchase Agreement (Kadant Inc)

Purchase and Sale of Purchased Shares. At the Closing and on On the terms and subject to the conditions set forth in this Agreementherein, at the Closing, the Sellers shall sell shall, as applicable, each sell, assign, transfer and deliver convey to PurchaserBuyer, and Purchaser Buyer shall purchase and acquire from Sellers and pay thereforSellers, the all outstanding Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to PurchaserLiens.

Appears in 1 contract

Samples: Share Purchase Agreement (Agilysys Inc)

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Purchase and Sale of Purchased Shares. At the Closing Subject to and on in accordance with the terms and subject to the conditions set forth in this Agreement, Sellers shall sell at Closing, but effective as of the Effective Date, the Vendor hereby agrees to sell, assign and deliver transfer the Purchased Shares to Purchaser, the Purchaser and the Purchaser shall hereby agrees to purchase from Sellers and pay therefor, the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to Purchaser.

Appears in 1 contract

Samples: Share Purchase Agreement (Smart-Tek Solutions Inc)

Purchase and Sale of Purchased Shares. At the Closing and on Closing, upon the terms and subject to the conditions set forth in this Agreement, Sellers the Seller shall sell sell, transfer and deliver convey to Purchaserthe Buyer, and Purchaser the Buyer shall purchase from Sellers and pay thereforthe Seller, all of the Purchased Shares, free and clear of any all Liens (other than restrictions on transfer under federal and all Encumbrances and in suitable form for transfer to Purchaserstate securities Laws).

Appears in 1 contract

Samples: Stock Purchase Agreement (Premier, Inc.)

Purchase and Sale of Purchased Shares. At the Closing Closing, in consideration of the Purchase Price, and on upon the terms and subject to the conditions set forth in this Agreement, Sellers the Seller shall sell sell, assign, transfer and deliver convey to the Purchaser, and the Purchaser shall purchase and acquire from Sellers and pay thereforthe Seller, the Purchased Shares, free and clear of all Liens (other than any Liens created by the Purchaser and all Encumbrances and in suitable form for transfer to Purchaserother than restrictions on sales or transfers of securities after the Closing Date under applicable securities Laws).

Appears in 1 contract

Samples: Share Purchase Agreement (Exterran Holdings Inc.)

Purchase and Sale of Purchased Shares. At the Closing and on Time, subject to the terms and subject to the conditions set forth in of this Agreement, Sellers shall sell the Vendors hereby agree to sell, transfer, absolutely assign and deliver to Purchaserthe Purchaser and the Purchaser hereby agrees to purchase, and Purchaser shall purchase from Sellers and pay therefor, all of the Purchased Shares, Shares free and clear of any and all Encumbrances and in suitable form for except restrictions on the transfer to Purchaserof securities arising under Applicable Laws or under the Articles.

Appears in 1 contract

Samples: Share Purchase Agreement

Purchase and Sale of Purchased Shares. At the Closing and on Subject to the terms and subject to the conditions set forth in of this Agreement, Sellers shall sell and deliver to Purchaserat the Closing, and the Purchaser shall purchase from the Sellers and pay thereforeach Seller shall sell to the Purchaser, all of the Purchased Shares held by each such Seller as set forth on Exhibit A under the heading “Purchased Shares, ,” free and clear of any and all Encumbrances and Encumbrances, for an aggregate amount equal to the Purchase Price, payable in suitable form for transfer to Purchaseraccordance with Section 2.2 of this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement

Purchase and Sale of Purchased Shares. At the Closing and on On the terms and subject to the conditions set forth in this Agreement, Sellers at the Closing, the Seller shall sell sell, convey, assign, transfer and deliver deliver, as legal and beneficial owner, to PurchaserBuyer, and Purchaser Buyer shall purchase purchase, acquire and accept from Sellers and pay therefor, the Purchased SharesSeller, free and clear of all Liens (other than any transfer restrictions arising under applicable securities Laws), all right, title and all Encumbrances interest in and in suitable form for transfer to Purchaserthe Purchased Shares.

Appears in 1 contract

Samples: Stock Purchase Agreement (Campbell Soup Co)

Purchase and Sale of Purchased Shares. At the Closing and on Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Purchaser will purchase and accept from the Sellers, and the Sellers shall sell will sell, assign, transfer, and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, all of the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to Purchaser.

Appears in 1 contract

Samples: Share Purchase Agreement (Galen Holdings PLC)

Purchase and Sale of Purchased Shares. At the Closing and on Subject to the terms and subject conditions hereof, at the Closing Time, each of the Vendors shall sell, assign and transfer to the conditions set forth in this Agreement, Sellers shall sell Purchaser and deliver to Purchaser, and the Purchaser shall purchase from Sellers and pay therefor, the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to PurchaserShares owned by the Vendor.

Appears in 1 contract

Samples: Share Purchase Agreement (International Menu Solutions Corp)

Purchase and Sale of Purchased Shares. At the Closing and on the terms On and subject to the terms and conditions set forth in of this Agreement, Sellers Buyer shall sell purchase from each Seller, and each Seller shall sell, transfer, convey, and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, the Purchased SharesBuyer, free and clear of any and all Encumbrances and Encumbrances, the Purchased Shares for the consideration specified in suitable form for transfer to PurchaserSection 2.2 below.

Appears in 1 contract

Samples: Stock Purchase Agreement (Idt Corp)

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