Purchase and Sale of Sold Shares. Subject to the terms and conditions set forth in this Agreement, on the Closing Date:
Purchase and Sale of Sold Shares. 2.1 Subject to the terms and conditions of this Agreement, Seller as the beneficial owner hereby sells the Sold Shares hereunder and Purchaser hereby purchases such Sold Shares which are not subject to any claim, mortgage, lien, charge, any other security, encumbrance or any interest of any third party as from the Closing Date, together with all rights and interests attached to the Sold Shares, including all dividends and distributions announced, made or paid after the date of this Agreement.
Purchase and Sale of Sold Shares. Based upon the representations and warranties and subject to the terms and conditions set forth in this Agreement, on the Closing Date, Seller will sell, assign and transfer to Buyer, and Buyer will purchase and acquire, all of Seller's right, title and interest in and to the Sold Shares, free and clear of all Encumbrances other than Encumbrances imposed by federal and state securities Laws.
Purchase and Sale of Sold Shares. On the terms and subject to the conditions set forth herein, on the Sched- uled Closing Date, Seller agrees to cause the Selling Companies to sell to the Purchasing Companies all of the Sold Shares, each of the Selling Companies agrees to sell to the Purchasing Companies the Sold Shares owned by it, and Purchaser agrees to cause the Purchas- ing Companies to purchase from each of the Selling Companies all of the Sold Shares and each of the Purchasing Companies agrees to purchase the Sold Shares from the Selling Companies as set forth on Schedule 2.1. Notwithstanding the foregoing, the obligation of the parties hereto to purchase and sell the Sold Shares shall be subject to and effective only upon the receipt of approval of such sale and purchase described in Section 6.1(a)(i). On the terms and subject to the conditions set forth herein, on the Scheduled Closing Date, Seller agrees to cause BTR Australia Limited to sell to Xxxxx- Illinois (Australia) Pty Limited and Purchaser agrees to cause Xxxxx-Illinois (Australia) Pty Limited to purchase from BTR Austra- lia Limited all of the outstanding principal amount of the Convert- ible Notes.
Purchase and Sale of Sold Shares. On and subject to the terms and -------------------------------- conditions of this Agreement, Imperial agrees to purchase from LRI and LRI agrees to sell, assign, transfer, convey and deliver to Imperial at Closing all of LRI's right, title and interest in and to the shares of capital stock (collectively the "Sold Shares") of each company (collectively, the "Sold Companies") as follows:
Purchase and Sale of Sold Shares. 1.01 The Purchase and Sale of Sold Shares. Subject to the terms and conditions set forth in this Agreement, on the Closing Date, Seller will sell, assign and transfer to Buyer, and Buyer will purchase and acquire, all of Seller’s right, title and interest in and to the Sold Shares, free and clear of all Liens other than (i) generally applicable transfer restrictions imposed by federal and state or foreign securities Laws and (ii) Liens that may be created by or on behalf of Buyer or any of its Affiliates.
