Purchase and Sale of the Company Stock Sample Clauses

Purchase and Sale of the Company Stock. Subject to the terms and conditions of this Agreement,
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Purchase and Sale of the Company Stock. Subject to the terms and conditions set forth herein, at the Closing, each of the Sellers severally, shall sell, transfer and deliver to the Buyer, and the Buyer shall purchase, acquire and accept from each Seller, free and clear of all liens, encumbrances, charges, claims, rights, interests, security interests and any other encumbrances whatsoever, the Company Stock."
Sample 1
Purchase and Sale of the Company Stock. 1.01 Purchase and Sale of the Company Stock. Upon and subject to the terms and conditions set forth in this Agreement, at the Closing, Seller shall sell, assign, transfer and convey to Purchaser, and Purchaser shall purchase and acquire from Seller, the Purchased Shares, free and clear of all Encumbrances, other than those imposed by applicable securities Laws. As consideration for the Purchased Shares, upon and subject to the terms and conditions set forth in this Agreement, at the Closing, Purchaser shall pay to Seller the Closing Consideration and deliver to the Escrow Agent the Purchase Price Adjustment Escrow Amount.
Sample 1
Purchase and Sale of the Company Stock. Upon the terms and subject to the conditions of this Agreement, Purchaser shall purchase from Seller and accept the transfer from Seller at the Closing, and Seller shall sell, assign, transfer, and deliver to Purchaser at the Closing, all of the Company Stock, free and clear of all Liens (other than restrictions on transfer under applicable federal and state securities Laws), in exchange for the consideration specified in, and delivered in accordance with, this Article I (the "Transaction"). All other equity interests in the Company not held by Seller, including the Series C Preferred Stock and any outstanding Options of the Company will be redeemed or otherwise cancelled, respectively, concurrently with the Closing, such that Purchaser will own 100% of the issued and outstanding shares of capital stock of the Company immediately after the consummation of the Transaction.
Sample 1
Purchase and Sale of the Company Stock. Upon and subject to the terms and conditions set forth in this Agreement, at the Closing, Seller shall sell, assign, transfer and convey to Purchaser, and Purchaser shall purchase and acquire from Seller, the Purchased Shares, free and clear of all Encumbrances, other than those imposed by applicable securities Laws. As consideration for the Purchased Shares, upon and subject to the terms and conditions set forth in this Agreement, at the Closing, Purchaser shall pay to Seller the Closing Consideration and deliver to the Escrow Agent the Purchase Price Adjustment Escrow Amount.
Sample 1
Purchase and Sale of the Company Stock. At the Closing (as defined in Section 4), Seller shall convey, assign, transfer and deliver to Purchaser all of Seller's right, title and interests in and to all of the issued and outstanding shares of stock of the Company owned by Seller as shown in Exhibit "A" (the "Stock"). Such sale shall be effected by the delivery of certificates and/or stock endorsed in blank or to the order of Purchaser. Simultaneously therewith, Purchaser shall deliver to Seller the consideration provided for in paragraph 2 hereof.
Sample 1
Purchase and Sale of the Company Stock. The Buyer and the Seller hereby agree that upon the terms and subject to the satisfaction or waiver, if permissible, of the conditions set forth herein, the Seller shall sell, transfer and deliver to the Buyer and the Buyer shall purchase from the Seller, free and clear of all Encumbrances, the Company Stock for a purchase price equal to two hundred million dollars ($200,000,000) (the "Purchase Price") in cash as adjusted pursuant to Sections 2.4 and 2.5.
Sample 1
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Purchase and Sale of the Company Stock. (a) Subject to the terms and conditions in this Agreement, at the Closing, Buyer shall (or shall cause any Subsidiary to which Buyer has assigned its rights hereunder to) purchase and acquire from Sellers, and Sellers shall sell, assign, transfer and convey to Buyer (or any Subsidiary to which Buyer has assigned such rights), all of the Company Stock, free and clear of all Liens other than transfer restrictions arising under federal and state securities laws.
Sample 1
Purchase and Sale of the Company Stock 
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Related to Purchase and Sale of the Company Stock

  • Purchase and Sale of Company Shares Sale of Company Shares

  • Purchase and Sale of the Units At the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Seller shall sell, assign, transfer, deliver and convey to the Buyer, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Units.

  • Purchase and Sale of the Shares Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller shall sell to the Purchaser, and the Purchaser shall purchase from the Seller, the Shares.

  • Purchase and Sale of Common Shares (a) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties set forth in Schedule B to this Agreement, the Purchaser hereby agrees to purchase from the Company and the Company hereby agrees to sell to the Purchaser, on the Closing Date, 104,500,000 Common Shares (the “Purchased Shares”) at a price of $48.60 per Purchased Share for an aggregate purchase price of $5,078,700,000 (the “Share Purchase Price”).

  • Purchase and Sale of Common Stock Subject to the terms and conditions set forth herein, the Company shall issue and sell to the Investor, and the Investor shall purchase from the Company, up to that number of Shares having an aggregate Purchase Price of Ten Million dollars ($10,000,000).

  • Purchase and Sale of Shares Closing Subject to the terms and conditions of this Agreement, the Company agrees to sell to Purchaser at the Closing, and Purchaser agrees to purchase from the Company at the Closing, 10,000,000 shares of Common Stock (the “Shares”), at a price per share of $6.00 (the “Purchase Price”). Subject to the satisfaction or waiver of the covenants and conditions set forth in Sections 2.3 and 2.4, the Closing shall occur on the date hereof at the offices of Xxxxxxxx & Xxxxxxxx or such other location as the parties shall mutually agree.

  • Purchase and Sale of the Purchased Shares On and subject to the terms and conditions set forth in this agreement, at Closing Seller shall sell to Purchaser, and Purchaser shall purchase from Seller, the Purchased Shares, free and clear of all Liens.

  • Purchase and Sale of Shares 2.1.1. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer and deliver to Buyer, free and clear of all Liens (other than Liens under the Securities Act and any other applicable state or foreign securities Laws), and Buyer shall purchase from Seller, all right, title and interest in and to the Shares.

  • Purchase and Sale of the Assets (a) Purchase and Sale of the Assets. Subject to the terms and conditions of this Agreement and on the basis of the representations, warranties, covenants and agreements herein contained:

  • Purchase and Sale of the Warrants (i) As payment in full for the 8,666,667 Warrants being purchased under this Agreement, the Purchaser shall pay $13,000,000 (the “Purchase Price”), by wire transfer of immediately available funds in accordance with the Company’s wiring instructions, at least one (1) business day prior to the effective date of the Registration Statement, or on such other date as the Company and the Purchaser may agree.

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