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 Corp.), Membership Interest Purchase and Sale Agreement (Targa Resources Partners LP)
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 the terms and subject to the conditions contained in of this Agreement, at the Closing, (a) Seller will shall sell, assign, transfer, assign and convey and deliver to Buyer’s Designated Affiliate, and (b) Buyer will shall 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. The purchase and sale of the Membership Interests is referred to in this Agreement as the “Acquisition”.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Tiptree Financial Inc.), Membership Interest Purchase Agreement (National Health Investors Inc)
Purchase and Sale of the Membership Interests. Upon On the terms and subject to the conditions contained in this Agreement, at the Closing, (a) the Seller will sell, assign, shall transfer, convey assign and deliver to Buyer’s Designated Affiliatethe Buyer in consideration of the Credit Bid Notes, and (b) the Buyer will purchase on behalf of Buyer’s Designated Affiliate, and Buyer’s Designated Affiliate will shall accept from the Seller, the Membership Interests, free and clear of any and all Liens, Encumbrances (other than any restrictions on transfer under applicable securities LawsEncumbrances that arise by action of or with respect to the Buyer), all of the Seller’s right, title and interest in and to the Membership Interests for the consideration described in Section 2.2.
Appears in 1 contract
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 Subject to the terms and subject to the conditions contained in of this Agreement, at the Closing, (a) Seller will Sellers shall sell, transfer, convey, assign, transfer, convey set over and deliver all of the Membership Interests to Buyer’s Designated Affiliate, and (b) Buyer will agrees to 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 1 contract
Samples: Purchase and Sale Agreement (Mma Capital Management, LLC)
Purchase and Sale of the Membership Interests. Upon At the Closing, and upon the terms and subject to the conditions contained in of this Agreement, at the ClosingBuyer agrees to purchase from Seller and Holding, (a) and Seller will sell, assign, transfer, convey agrees to sell to Buyer and deliver to cause Holding to sell to Buyer’s Designated Affiliate, and (b) Buyer will purchase on behalf all 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 Lawsfor and as full consideration for the sale, transfer, conveyance, assignment and delivery of the Membership Interests, the amounts and in the manner specified in Section 2.2.
Appears in 1 contract
Samples: Membership Interest Purchase and Sale Agreement (Ormat Technologies, 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)