Common use of Purchase and Sale of the Purchased Units at Closing Clause in Contracts

Purchase and Sale of the Purchased Units at Closing. (a) Purchaser and each of the Sellers, severally and not jointly, hereby agrees that upon the terms and subject to the satisfaction or waiver, if permissible, of the conditions hereof, at the Closing, Purchaser shall purchase from each Seller Subsidiary, and each Seller Subsidiary shall sell, transfer and deliver to Purchaser, all of the Units owned by such Seller Subsidiary, in each case free and clear of all Encumbrances (other than those set forth in the Certificate of Formation or the LLC Agreement and under applicable securities Laws). The aggregate purchase price to be paid by Purchaser for the Purchased Units (the “Purchase Price”) shall be $1,827,800,000, as adjusted pursuant to Section 2.3 and Section 2.4, less any amounts paid to Purchaser in accordance with Article IX and the Escrow Agreement.