Purchase and Sale of the Purchased Equity. On the basis of the representations, warranties, covenants and agreements set forth herein, but subject to the terms and conditions set forth herein (including without limitation the condition set forth in Section 1C below and the covenants of the Company set forth in Section 8 below), at the Closing the Company shall sell to the Purchasers and the Purchasers shall purchase from the Company an aggregate of 2,945 shares of Series B Preferred for an aggregate purchase price of $2,945,000 and an aggregate of 155 shares of Series C Preferred for an aggregate purchase price of $155,000. The obligations of each Purchaser shall be several, with each Purchaser obligated only to purchase the number of shares of Purchased Equity set forth opposite such Purchaser's name on the Schedule of Purchasers attached hereto.
Purchase and Sale of the Purchased Equity. On the terms and conditions hereof, Seller hereby sells, transfers, conveys, assigns and delivers to Buyer, and Buyer hereby purchases, acquires and accepts from Seller, the Purchased Equity, free and clear of any and all Liens. The purchase price for the Purchased Equity shall be $14,000,000 (the “Base Purchase Price”), plus the Final Working Capital, as adjusted pursuant to the procedures set forth in Section 1.4 (collectively, the “Purchase Price”).
Purchase and Sale of the Purchased Equity. Upon the terms and subject to the conditions set forth herein, at the Closing, the Buyer shall purchase from each Seller, separately and not jointly, and each such Seller shall sell, transfer, assign, convey and deliver to the Buyer, the VPVP Equity (in the case of VPVP) or the VPCTP Equity (in the case of VPCTP), in each case free and clear of any Encumbrances on such Purchased Equity.
Purchase and Sale of the Purchased Equity. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing (a) Tac II shall sell, assign, transfer and convey to Packfilm free and clear of any Liens, and Packfilm shall purchase and acquire from Tac II, all of the Interests; and (b) Sellers shall sell, assign, transfer and convey to Film Trading, free and clear of any Liens, and Film Trading shall purchase and acquire from Sellers, all of the Quotas; in exchange for cash consideration equal to the Purchase Price.
Purchase and Sale of the Purchased Equity. On the terms and subject to the conditions set forth in this Agreement and the Equity Transfer Agreements:
Purchase and Sale of the Purchased Equity. On the Closing Date, and subject to and upon the terms and conditions of this Agreement, the Buyer agrees to purchase from the Selling Members, the Purchased Equity for the consideration provided herein.
Purchase and Sale of the Purchased Equity. At the Closing, subject to the terms and conditions of this Agreement, Seller shall sell, transfer, assign and convey the Purchased Equity to Buyer, and Buyer shall purchase and accept the Purchased Equity from Seller, and Buyer shall pay to the Paying Agent for further distribution (on behalf of Seller) the Closing Date Consideration specified by the Company in the Estimated Closing Statement in accordance with Section 3.3(a) below. The “Closing Date Consideration” shall be equal to:
