Common use of Purchase and Sale Clause in Contracts

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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”).

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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.

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).

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.

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”).

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.

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

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.

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.

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.

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.

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.

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.

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.

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.

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 the Sharesissued and outstanding Shares of the Company, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

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"):

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.

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, Liens for the consideration specified in Section 2.02.

Purchase and Sale. Subject to the terms and conditions set forth herein, and subject to Section 4.0, et seq. of the Escrow Agreement, 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.

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.

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.

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.

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.

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, all of Seller’s right, title and interest in and to the Shares, Interests free and clear of all Encumbrances, Encumbrances (other than any Encumbrances arising as a result of the transactions contemplated by this Agreement or under any applicable securities laws) and Buyer shall purchase the Interests for $[____________] (the consideration specified in Section 2.02.“Purchase Price”).3

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.

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’ right, title and interest in the Sharesentirety of the Seller, free and clear of all Encumbrances, for the consideration specified and Seller shall record such transfer in Section 2.02its books and records.

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 SharesEquity Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

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.

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.

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.

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 SharesSeller Equity, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

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.

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 all of the Shares, free and clear of all EncumbrancesEncumbrances (other than restrictions on transfer under federal and states securities Laws), for the consideration specified in Section 2.02.

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 Sharesall of each Seller’s right, title, and interest in and to such Seller’s App Products Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

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, Seller the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

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.

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.

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.

Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell to BuyerBuyers, and Buyer Buyers shall purchase from Seller, the Shares, free and clear of all Encumbrances, Membership Interests for the consideration specified in Section 2.022.2.

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 such Seller, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.021.3, the Equity owned by such Seller, free and clear of all Encumbrances (other than restrictions on transfer imposed under applicable securities Laws).

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 EncumbrancesEncumbrances and together with all legal and beneficial rights and benefits attached or accruing to them upon Closing, for the consideration specified in Section 2.02.

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 any and all Encumbrances, for the consideration specified in Section 2.02.

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.

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’ collective right, title, and interest in and to the SharesMembership Interests, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

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, for the consideration specified in Section 2.02.

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 Vantage Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell sell, assign, transfer, convey and deliver to Buyer, and Buyer shall purchase purchase, acquire, accept and receive from Seller, all of Seller’s right, title and interest in and to the SharesCompany Interests, free and clear of all Encumbrancesany Encumbrances (other than restrictions on transfer under applicable Law), in exchange for the consideration specified in Section 2.02.

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 First Closing Shares, and the Second Closing Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

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 2.022.02 of this 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 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.

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.

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.

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.

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.

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.

Purchase and Sale. Subject to the terms and conditions set forth hereinherein (including, without limitation, Section 2.03), at the Closing, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the SharesRepurchase Shares (as defined in Section 2.03), free and clear of all Encumbrances, for the consideration specified in Section 2.02.

Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller shall sell sell, transfer, convey and deliver to Buyer, and Buyer shall purchase purchase, acquire and assume from Seller, all the Shares, free and clear of all Encumbrances, Shares for the consideration specified in Section 2.02.

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 the SharesShares for an aggregate purchase price equal to the Share Consideration, free and clear of all Encumbrances, for the consideration specified which purchase price shall be payable in Section 2.02accordance with Sections 2.2 through 2.6 below.

Purchase and Sale. Subject to the terms and conditions conditions, set forth herein, at the Closing, Seller Sellers shall sell sell, transfer, convey and deliver to BuyerPurchaser, and Buyer Purchaser shall purchase from Sellerthe Sellers, all of the Shares, and all of Sellers’ rights, title and interest in and to the Shares, free and clear of all EncumbrancesLiens (other than (a) restrictions on transfer imposed by applicable securities laws, for the consideration specified in Section 2.02and (b) Liens imposed by Purchaser).

Purchase and Sale. Subject to the terms and conditions set forth herein, at for the Closing, Seller Sellers shall sell to Buyer, and Buyer shall purchase from SellerSellers, all the Sharesissued and outstanding Shares of the Company, free and clear of all Encumbrances except the Permitted Encumbrances, for the consideration specified in Section 2.02.

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.

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.

Purchase and Sale. Subject to the terms and conditions set forth herein, at the Closing, Seller the Selling Holders shall sell to Buyer, and Buyer shall purchase from Sellerthe Selling Holders, the Shares, free and clear of all Encumbrances, for the consideration specified in Section 2.02.

Purchase and Sale. (a) 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.

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.

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.

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.

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.

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.

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.

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.

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.