Purchase and Sale of the Sale Shares. Upon the terms and subject to the conditions of this Agreement, on the Closing Date (as defined in Article 2.01 hereof), each Seller shall sell, assign, transfer and deliver to the Purchaser, and the Purchaser shall purchase and acquire from each Seller, his/her portion of the Sale Shares, together with all rights attached or accrued thereto including the right to all dividends and distributions declared, paid or made in respect thereof on or after the date hereof.
Purchase and Sale of the Sale Shares. Subject to the terms and conditions of this Agreement, Vendor hereby agrees to sell, transfer and deliver the Share package 1 to Purchaser 1 and the Share package 2 to Purchaser 2; and the Purchaser 1 agrees to purchase Share package 1 at the Closing; while Purchaser 2 agrees to purchase Share package 2 at the Closing. In consideration of the sale, transfer and delivery of the Sale Shares by the Vendor, the Purchaser 1 shall pay 51% of the Consideration for Share1 package and Purchaser 2 shall pay 49% of Consideration for Share2 package to the Vendor as set out below: The Sale Shares endorsed to blank are deposited with Commerzbank (physically with MKB).
Purchase and Sale of the Sale Shares. At the Closing, the Buyer shall purchase from the Sellers, and the Sellers shall sell, transfer, assign and deliver to the Buyer, all of the Sale Shares, free and clear of any and all Liens.
Purchase and Sale of the Sale Shares. Section 2.1 Purchase and Sale of the Sale Shares Subject to all of the terms and conditions of this Agreement and in reliance on the covenants, representations and warranties contained herein, the Seller shall sell, convey, transfer, assign and deliver to the Buyer, and the Buyer shall purchase and acquire from the Seller, all of the Seller's ownership rights and interest in and to the Sale Shares, free and clear of all Liens other than Liens created by the Shareholder's Agreement or imposed by applicable Laws.
Purchase and Sale of the Sale Shares. Subject to the terms and conditions of this Agreement, and in reliance on the representations, warranties and covenants contained herein, at the Closing (as defined in Section 1.3), the Seller agrees to sell, assign, convey, transfer and deliver to the Purchaser, and the Purchaser agrees to purchase and accept from the Seller, the Sale Shares.
Purchase and Sale of the Sale Shares. Subject to the terms and conditions of this Agreement, the Seller agrees to sell, transfer and deliver to the Buyer, and the Buyer agrees to purchase, the Sale Shares at the Closing, free and clear of all claims and Encumbrances of whatever nature, and, in consideration of such sale and transfer and delivery as provided in SECTION 2.3, the Buyer shall pay to the Seller the Purchase Price.
Purchase and Sale of the Sale Shares. Effective as of the Effective Date, as set forth in Section 12.3, the Buyer shall purchase from the Sellers, and the Sellers shall sell, transfer, assign and deliver to the Buyer, all of the Sale Shares, free and clear of any and all Liens.
Purchase and Sale of the Sale Shares. On the terms and subject to the conditions set forth in this Agreement, at the Closing, the Seller shall sell with full title guarantee and free from all Liens and together with all rights now or thereafter attaching thereto the Sale Shares and (to avoid doubt) any rights (if any) of the Seller in respect of the Capital Contribution and to any yield in respect of it (whether or not attached to the Sale Shares) and Purchaser shall purchase from the Seller all such Sale Shares and rights in respect of the Capital Contribution, together comprising the entire issued share capital of the Company consisting of 2 Ordinary Shares of £1.00 each, for an aggregate purchase price in cash of (a) $62,000,000 (sixty-two million U.S. dollars), payable as set forth below in Section 1.03 (the “Purchase Price”) subject to adjustment at or prior to the Closing as provided in Sections 1.03, 1.04(a) and 1.04(e). Neither the Seller nor the Purchaser shall be obliged to complete the sale and purchase of any of the Sale Shares unless the sale and purchase of all the Sale Shares is completed simultaneously.
Purchase and Sale of the Sale Shares. (a) BASIC TRANSACTION On and subject to the terms and conditions of this Agreement, Buyer agrees to purchase from Seller, and Seller agrees to sell to Buyer, the Sale Shares for the consideration specified below in this clause 2. (b) PURCHASE PRICE Buyer shall pay to Seller at the Closing, except as provided in clause 2(c) below, the aggregate price of 10 million United States Dollars (US$10 million) (the "Purchase Price") in cash by wire transfer in immediately available funds to Seller's bank account as shall be nominted by Seller prior to Closing and shall procure the allotment or transfer to Seller (or such other person as Seller may nominate) 493,510 newly issued shares ("IWC Shares") of common stock of International Wireless
Purchase and Sale of the Sale Shares. Subject to the terms and conditions of this Agreement, the Seller shall cause the Local Sellers to sell the Sale Shares and the Purchaser, relying on the several representations, warranties and undertakings by the Seller contained in this Agreement, shall purchase the Sale Shares for the Consideration specified in Clause 4.1. Subject to the terms and conditions of this Agreement, including, without limitation, the Purchaser’s obligations as set forth in Clause 5.6, title to, beneficial ownership of, and any risk attaching to, the Sale Shares shall pass on Completion, together with all associated rights and benefits attaching or accruing to the Sale Shares on or after Completion.
