Purchase and Sale of the Membership Interests. Upon the terms and subject to the conditions contained in this Agreement, at the Closing, (a) Seller will sell, assign, transfer, convey and deliver to Buyer’s Designated Affiliate, and (b) Buyer will purchase on behalf of Buyer’s Designated Affiliate, and Buyer’s Designated Affiliate will accept from Seller, the Membership Interests, free and clear of all Liens, other than any restrictions on transfer under applicable securities Laws.
Appears in 3 contracts
Samples: Membership Interest Purchase and Sale Agreement (Targa Resources Corp.), Membership Interest Purchase and Sale Agreement (Targa Resources Partners LP), Membership Interest Purchase and Sale Agreement (Targa Resources Corp.)
Purchase and Sale of the Membership Interests. Upon the terms and subject to the conditions contained set forth in this Agreement, at the Closing, (a) the Seller will shall sell, assign, transfer, convey convey, assign and deliver to Buyer’s Designated Affiliatethe Buyer the Membership Interests free and clear of all Liens (other than Liens arising under applicable securities Laws), and (b) the Buyer will shall purchase on behalf of Buyer’s Designated Affiliate, and Buyer’s Designated Affiliate will accept from the Seller, the Membership Interests, free and clear of all Liens, other than any restrictions on transfer under applicable securities Laws.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (TerraForm Power, Inc.), Membership Interest Purchase Agreement (Atlantic Power Corp)
Purchase and Sale of the Membership Interests. Upon Subject to the terms and subject to the conditions contained in of this Agreement, at the Closing, (a) Seller will sell, assign, transfer, convey sell and deliver transfer the Membership Interests to Buyer’s Designated AffiliatePurchaser, and (b) Buyer Purchaser will purchase on behalf of Buyer’s Designated Affiliate, and Buyer’s Designated Affiliate will accept the Membership Interests from Seller, the Membership Interests, free and clear of all Liens, other than any restrictions on transfer under applicable securities Laws.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Autobytel Inc)
Purchase and Sale of the Membership Interests. Upon the terms and subject to the conditions contained in this Agreement, at the Closing, (a) the Seller will sell, assign, transfer, convey and deliver to the Buyer’s Designated Affiliate, and (b) the Buyer will purchase on behalf of Buyer’s Designated Affiliate, and Buyer’s Designated Affiliate will accept from the Seller, all of the Membership Interests, free and clear of all Liens, other than any restrictions on transfer under applicable securities LawsInterests in exchange for the consideration provided in Section 2.2 below.
Appears in 1 contract
Samples: Membership Interest Purchase and Sale Agreement (Noble Midstream Partners LP)