Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 20 contracts
Samples: Stock Purchase Agreement (NI Holdings, Inc.), Stock Purchase Agreement (Kingsway Financial Services Inc), Stock Purchase Agreement (Ideanomics, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.02.
Appears in 9 contracts
Samples: Stock Purchase Agreement (Fortium Holdings Corp.), Securities Purchase Agreement (Laredo Oil, Inc.), Securities Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 9 contracts
Samples: Stock Purchase Agreement (LifeMD, Inc.), Share Purchase Agreement (Allied Motion Technologies Inc), Stock Purchase Agreement (Franklin Covey Co)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 9 contracts
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Hudson Global, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Impact Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 4 contracts
Samples: Share Exchange Agreement (Impact Biomedical Inc.), Share Exchange Agreement (Impact Biomedical Inc.), Share Exchange Agreement (Document Security Systems Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Multimedia Platforms Inc.), Membership Interest Purchase Agreement (Chanticleer Holdings, Inc.), Membership Interest Purchase Agreement (Big Sky Productions, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrancesany lien, for the consideration specified in pledge, mortgage, deed of trust, security interest, charge, claim, easement, encroachment or other similar encumbrance (each, an “Encumbrance”). Section 2.02.1.02
Appears in 3 contracts
Samples: Stock Purchase Agreement (System1, Inc.), Stock Purchase Agreement (System1, Inc.), Stock Purchase Agreement (System1, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, all of Sellers’ right, title, and interest in and to the SharesMembership Interests, free and clear of all EncumbrancesLiens, for the consideration specified in Section 2.02.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Fat Brands, Inc), Membership Interest Purchase Agreement (Fat Brands, Inc), Membership Interest Purchase Agreement (Fat Brands, Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.022.2 below.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Planet 13 Holdings Inc.), Stock Purchase Agreement (Planet 13 Holdings Inc.), Stock Purchase Agreement (Acreage Holdings, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.022.2.
Appears in 3 contracts
Samples: Share Purchase Agreement, Stock Purchase Agreement (Tredegar Corp), Share Purchase Agreement (Techne Corp /Mn/)
Purchase and Sale. Subject to the terms and conditions set forth hereinin this Agreement, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the SharesMembership Interests, on a cash-free basis, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Aaon, Inc.), Membership Interest Purchase Agreement (Aaon, Inc.), Membership Interest Purchase Agreement (Aaon, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 3 contracts
Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.), Stock Purchase Agreement (AgEagle Aerial Systems Inc.), Stock Purchase Agreement (Houston Wire & Cable CO)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Second Closing, the Seller shall sell to Buyer, and Buyer shall purchase from the Seller, directly or through one or more direct or indirect wholly-owned subsidiaries, all of the SharesSeller’s right, title, and interest in and to the Membership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Hightimes Holding Corp.), Membership Interest Purchase Agreement (Hightimes Holding Corp.), Membership Interest Purchase Agreement (Hightimes Holding Corp.)
Purchase and Sale. (a) Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from SellerSellers, all of Sellers’ right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.), Stock Purchase Agreement (Amc Entertainment Holdings, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Graymark Healthcare, Inc.), Membership Interest Purchase Agreement (Prospect Global Resources Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, (a) the SharesUnits and (b) the Acquired Assets, in each case free and clear of all Encumbrances other than Permitted Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Unit Purchase Agreement (Ennis, Inc.), Unit Purchase Agreement (Ennis, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth hereinhereof, at the Closing, the Seller shall sell sell, assign, transfer and deliver to Buyerthe Purchaser, and Buyer the Purchaser shall purchase and acquire from the Seller, all right, title and interest in and to the SharesInterests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Montrose Environmental Group, Inc.), Membership Interest Purchase Agreement (Montrose Environmental Group, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.021.02.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Lithia Motors Inc), Stock Purchase Agreement (Lithia Motors Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.022.02 (the “Acquisition”).
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (National Waste Management Holdings, Inc.), Membership Interest Purchase Agreement (National Waste Management Holdings, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the SharesInterests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Gse Systems Inc), Membership Interest Purchase Agreement (Gse Systems Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, Shares free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Stock Purchase Agreement (EV Energy Partners, LP), Securities Purchase Agreement (Voyager Oil & Gas, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.. Section 2.02
Appears in 2 contracts
Samples: Stock Purchase Agreement (Phunware, Inc.), Stock Purchase Agreement (Gatx Corp)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, for the Purchase Price, free and clear of any and all Encumbrances, for the consideration specified in Section 2.02Encumbrances (other than Encumbrances arising under securities laws or Encumbrances created by Buyer).
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Beacon Roofing Supply Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the SharesInterest, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Green Thumb Industries Inc.), Membership Interest Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Equity Interests for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the SharesMembership Interests, free and clear of all Encumbrancesany Encumbrance, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Securities Purchase Agreement (TILT Holdings Inc.), Securities Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.022.2 below.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Cleanspark, Inc.), Purchase and Sale Agreement (Cleanspark, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to BuyerPurchaser, and Buyer Purchaser shall purchase from Seller, the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Novatel Wireless Inc), Mutual Release Agreement (DecisionPoint Systems, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Units for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Stock Purchase Agreement (EnerSys), Unit Purchase Agreement (Blackbaud Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, except those imposed by applicable securities laws, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Air Industries Group), Stock Purchase Agreement (Cpi Aerostructures Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell sell, transfer and deliver to Buyer, and Buyer shall purchase and acquire from Seller, the SharesPurchased Interest, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (CLS Holdings USA, Inc.), Membership Interest Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to BuyerPurchaser, and Buyer Purchaser shall purchase from Seller, all of Seller’s rights, title, and interest in and to the SharesMembership Units, free and clear of all Encumbrances, for the consideration specified in Section 2.021.02.
Appears in 2 contracts
Samples: Membership Unit Purchase Agreement (Boston Beer Co Inc), Unit Purchase Agreement (Boston Beer Co Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Purchase Price, as such may be adjusted pursuant to Section 2.021.4 hereof.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Eventbrite, Inc.), Membership Interest Purchase Agreement (Pandora Media, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all EncumbrancesEncumbrances other than under applicable state and federal securities laws and Encumbrances created by Buyer, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Stock Purchase Agreement (BurgerFi International, Inc.), Stock Purchase Agreement (BurgerFi International, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02this ARTICLE II.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Escalon Medical Corp), Stock Purchase Agreement (ERBA Diagnostics, Inc.)
Purchase and Sale. (a) Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the SharesPartnership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.022.02 (the “Acquisition”).
Appears in 2 contracts
Samples: Partnership Interest Purchase Agreement (National Waste Management Holdings, Inc.), Partnership Interest Purchase Agreement (National Waste Management Holdings, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the SharesInterest, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 2 contracts
Samples: Limited Liability Company Interest Purchase Agreement (HomeSmart Holdings, Inc.), Limited Liability Company Purchase Agreement (HomeSmart Holdings, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Vendors shall sell to BuyerPurchaser, and Buyer Purchaser shall purchase from SellerVendors, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.022.2.
Appears in 2 contracts
Samples: Share Purchase Agreement (Inpixon), Share Purchase Agreement (Inpixon)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyerand convey, and Buyer shall purchase from Sellerpurchase, the SharesProperty, free and clear of all Encumbrancesencumbrances, for the consideration specified in Section 2.021.2.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Timberline Resources Corp)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the ClosingClosing (as defined in Section 2), Seller the Sellers shall sell sell, transfer and assign to the Buyer, and the Buyer shall purchase from Seller, all of Seller's right, title and interest in and to the Shares, free and clear of all Encumbrances, . The purchase price for the consideration specified in Section 2.02Shares shall be the Purchase Price.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the ClosingClosing (as defined in Section 2), Seller shall sell sell, transfer and assign to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Share Purchase Agreement (Marathon Patent Group, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller (a) Sellers shall sell sell, assign, transfer and deliver the Shares to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all EncumbrancesEncumbrances (other than Encumbrances pursuant to applicable securities Laws and the Company Charter Documents), and (b) Buyer shall purchase and accept the Shares from Sellers for the consideration specified in Section 2.021.2.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the SharesStock, free and clear of all EncumbrancesLiens, for the consideration specified in Section 2.022.2.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from Seller, the SharesSecurities, free and clear of all EncumbrancesEncumbrances (other than those restrictions imposed by applicable Laws), for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Securities Purchase Agreement (Accel Entertainment, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at on the ClosingClosing Date, Seller shall sell and deliver to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02any Liens.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Vendor shall sell to BuyerPurchaser, and Buyer Purchaser shall purchase from SellerVendor, the Purchased Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Share Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell hereby sells to Buyer, and Buyer shall purchase hereby purchases from Seller, all of Seller’s right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances (other than Permitted Encumbrances), for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Sunworks, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyerand convey, and Buyer shall purchase from Sellerpurchase, the SharesProperty, free and clear of all Encumbrancesencumbrances, for the consideration specified in Section 2.02Section1.2.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Timberline Resources Corp)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the SharesGoodwill, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Goodwill Purchase Agreement (Troika Media Group, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at At the Closing, Seller Vendor shall sell to BuyerPurchaser, and Buyer Purchaser shall purchase from SellerVendor, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Share Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller the Vendors shall sell to Buyerthe Purchaser, and Buyer the Purchaser shall purchase from Sellerthe Vendors, the Shares, free and clear of all Encumbrances other than Permitted Encumbrances, for the consideration specified in Section 2.022.2.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Closing each Seller shall sell to Buyerthe Purchaser, and Buyer the Purchaser shall purchase from each Seller, the SharesShares held by such on a cash-free, debt-free basis, free and clear of all Encumbrances, Encumbrances for the consideration specified in Section 2.022.02 (collectively, the “Transaction”).
Appears in 1 contract
Samples: Stock Purchase Agreement (Bridgeline Digital, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Membership Interests for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Accel Entertainment, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, Securities free and clear of all EncumbrancesLiens, for the consideration specified in Section 2.022.2.
Appears in 1 contract
Samples: portal.asimplemodel.com
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller the Sellers shall sell to the Buyer, and the Buyer shall purchase from Sellerthe Sellers, the Shares, free and clear of all Encumbrances, for in exchange for, in respect of each Share, the consideration specified in Section 2.02Per Share Purchase Price.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the SharesPurchased Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Kingsway Financial Services Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Purchased Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Equity for the consideration specified in Section 2.02.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, the Seller shall sell to the Buyer, and the Buyer shall purchase from the Seller, the Shares, free and clear of all Encumbrances, Purchased Shares for the consideration specified in Section 2.022.1.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, LLC Interests owned by Seller for the consideration Purchase Price specified in Section 2.02.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, Membership Interests free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (EV Energy Partners, LP)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, all of Sellers’ right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.022.2.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Tattooed Chef, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Vendor shall sell to BuyerPurchaser, and Buyer Purchaser shall purchase from SellerVendor, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Share Purchase Agreement (Vision Marine Technologies Inc.)
Purchase and Sale. Subject to the terms terms, conditions, representations and conditions warranties set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, in exchange for the consideration specified in Section 2.022.2 hereof and the Employment Agreements, at the Closing, Sellers shall sell and transfer the Shares to Buyer and Buyer shall purchase and acquire the Shares from Sellers free and clear of any Encumbrances.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller the Vendors shall sell to Buyerthe Purchaser, and Buyer the Purchaser shall purchase from Sellerthe Vendors, the SharesVendors' Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: LLC Interest Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, other than Encumbrances under applicable securities laws and the Shareholders’ Agreement, for the consideration specified in Section 2.02.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the SharesLLC Interests, free and clear of all Encumbrances (other than Permitted Interest Encumbrances, ) for the consideration specified in Section 2.021.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Good Times Restaurants Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of the SharesUnits, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02. Such purchase will be on a cash-free, debt-free basis; accordingly, immediately prior to the Closing Seller shall cause the Company to distribute to Seller all of the Company’s cash.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the SharesGoodwill, free and clear of all Encumbrances, for the consideration specified in Section 2.02.. Section 2.02
Appears in 1 contract
Samples: Goodwill Purchase Agreement
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase purchase, acquire, and accept from Seller, the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Stock Purchase Agreement (Hudson Technologies Inc /Ny)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the Shares, free and clear of all Encumbrances (other than Permitted Encumbrances, ) for the consideration specified in Section 2.02.
Appears in 1 contract
Purchase and Sale. Subject to Upon the terms and conditions hereinafter set forth hereinforth, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, Property free and clear of all EncumbrancesLiens, for other than the consideration specified in Section 2.02Permitted Exceptions.
Appears in 1 contract
Purchase and Sale. Subject to Upon the terms and subject to the conditions set forth contained herein, except as otherwise provided in Sections 2.2 and 2.3 hereof, at the Closing, Seller Sellers shall sell sell, convey, transfer and assign to BuyerPurchaser, and Buyer Purchaser shall purchase purchase, assume and acquire from SellerSellers, all of Sellers' right, title and interest in and to the Sharesfollowing assets, free properties and clear of all Encumbrances, for rights (the consideration specified in Section 2.02."Assets"):
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, all of Sellers’ right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Wrap Technologies, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, each Seller shall sell to Buyer, and Buyer shall purchase from each Seller (on a several and not joint and several basis), all of such Seller’s right, title and interest in and to the Shares, free and clear of all Encumbrances, Equity held by such Seller for the consideration specified in Section 2.02herein.
Appears in 1 contract
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the SharesAcquired Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
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Samples: Membership Interest Purchase Agreement (Kingsway Financial Services Inc)
Purchase and Sale. (a) Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the SharesCompany Membership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02of $10 and for other good and valuable consideration.
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Samples: Membership Interest Purchase Agreement (NewAge, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Shareholders shall sell to BuyerPurchaser, and Buyer Purchaser shall purchase from SellerShareholders, the Shares, free and clear of all EncumbrancesLiens, for the consideration specified in Section 2.021.2.
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Samples: Share Purchase Agreement (Bitdeer Technologies Group)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, each Seller shall sell sell, assign, transfer and convey to Buyer, and Buyer shall purchase purchase, acquire and accept from such Seller, all of such Seller’s right, title and interest in and to the SharesUnits, free and clear of all Encumbrances, owned by such Seller for the aggregate consideration specified set forth in Section 2.02.
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Samples: Membership Interest Purchase Agreement (Compass Minerals International Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, the Seller shall sell sell, assign, transfer and convey to Buyer, and Buyer shall purchase from the Seller, the Shares, free and clear of all EncumbrancesLiens, for the consideration specified in Section 2.022.2.
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Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.022.2.
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Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell sell, assign, transfer and deliver to Buyer, and Buyer shall purchase from Seller, the Shares, Shares free and clear of any Encumbrance other than Permitted Encumbrances and together with all Encumbrances, accrued rights and benefits attached thereto for the consideration specified in Section 2.022.02 and subject to adjustments pursuant to Section 2.04.
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Samples: Stock Purchase Agreement (Qualigen Therapeutics, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, each Seller shall sell to Buyer, and Buyer shall purchase from each Seller, the SharesSecurities, as set forth next to such Seller’s name on Exhibit A hereto, in each case, free and clear of any and all Encumbrances, for the consideration specified in Section 2.02.. Section 2.02
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Samples: Securities Purchase Agreement (U.S. Concrete, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, each Seller shall sell to Buyersell, and Buyer shall purchase from each Seller, the Shares listed opposite the name of such Seller on Schedule A hereto under the title “Shares”, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
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Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, each Seller shall sell to Buyer, and Buyer shall purchase from each Seller, all of the SharesShares held by such Seller, on a debt-free, cash-free and clear of all Encumbrancesbasis, for the consideration specified in Section 2.02, in each case free and clear of all Encumbrances.
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Samples: Stock Purchase Agreement (Sterling Construction Co Inc)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all right, title and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
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Samples: Employment Agreement (Innospec Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, all of the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.02.
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Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Interests for the consideration specified in Section 2.02.
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Samples: Membership Interest Purchase Agreement (CBD Energy LTD)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller each Equityholder shall sell to Buyer, and Buyer shall purchase from Sellereach Equityholder, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
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Samples: Stock Purchase Agreement (MedMen Enterprises, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, the SharesShares and Warrants, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
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Samples: Stock and Warrant Purchase Agreement (Wavedancer, Inc.)
Purchase and Sale. Subject to On the terms and subject to the conditions set forth hereinhereof, at the Closing, Seller shall sell to Buyersell, transfer, and Buyer deliver to Purchaser, and Purchaser shall purchase and acquire from Seller, the Shares, free and clear of all Encumbrances, Purchased Interests for the consideration specified payable to Seller as set forth below in Section 2.022.5(b) and subject to adjustment as provided in Section 2.6.
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Samples: Membership Interest Purchase Agreement (Bakkt Holdings, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell sell, transfer and assign to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all Encumbrances, Membership Interests for the consideration specified in Section 2.02.
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Samples: Membership Interest Purchase Agreement (Boxlight Corp)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller the Sellers shall sell to the Buyer, and the Buyer shall purchase from Sellerthe Sellers, the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
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Samples: Membership Interest Purchase Agreement (Limbach Holdings, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Amrep Corp.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall Sellers hereby sell to Buyer, and Buyer shall purchase hereby purchases from SellerSellers, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
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Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of Seller’s right, title and interest in and to the SharesMembership Interests and the Additional Purchased Assets, free and clear of all Encumbrances, for the consideration specified in Section 2.02.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Graymark Healthcare, Inc.)
Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Shares, free and clear of all EncumbrancesEncumbrances (other than restrictions on transfer arising under applicable state or federal securities Laws), for the consideration specified in Section 2.02.
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