Purchase and Transfer. (a) Subject to the terms herein set forth, at the Closing (as defined herein), each Unitholder agrees (severally and not jointly) to Transfer to Purchaser the number of Units set forth opposite such Unitholder’s name under the column entitled “Units” on Annex A to this Agreement (collectively, the “Purchased Units”), and Purchaser agrees to purchase [50]1% of the Purchased Units from such Unitholder for a purchase price per Unit equal to the Merger Consideration (the “Cash Consideration”) and [50]1% of the Purchased Units in exchange for a pro rata (in kind and amount) number of shares of common stock of Parent assuming that the value of each Purchased Unit is equal to the Merger Consideration (the “Parent Share Consideration”),
Purchase and Transfer. At the Closing and subject to the terms and conditions of this Agreement, Buyer agrees to purchase the Shares from Sellers, and each Seller agrees to sell its Shares to Buyer, in consideration of a payment by Buyer in the amount of $31.50 per share, or $107,100,000.00 in the aggregate (the "PURCHASE PRICE").
Purchase and Transfer. Exchangors agree to transfer the Exchange Properties to Buyer by means of one or more 1031 Exchanges, and Buyer agrees to acquire the Exchange Properties upon all of the terms, covenants and conditions set forth in this Agreement. In furtherance of exchange, Buyer agrees to cooperate in such 1031 Exchanges pursuant to and as provided in Section 6.6 below. Sellers agree to sell the Sale Properties to Buyer and Buyer
Purchase and Transfer. Upon the terms and subject to the --------------------- conditions set forth in this Agreement, at the Closing, (i) Sellers shall, and Parent shall cause Sellers to, transfer, convey, assign and deliver to Buyer, and Buyer shall purchase, acquire and accept from the Sellers, all of Sellers' right, title and interest in and to the Purchased Assets, and (ii) Buyer shall pay to Sellers the Initial Purchase Price and shall assume, and agree to thereafter pay, perform and discharge when due, the Assumed Liabilities.
Purchase and Transfer. Seller agrees to sell the Properties --------------------- to Buyer and Buyer agrees to purchase or cause to be purchased by an affiliate of Buyer the Properties upon all of the terms, covenants and conditions set forth in this Agreement.
Purchase and Transfer. Upon Payment of the sum of $3000.00 paid by the Purchaser to the Breeder (the “Purchase Price”), receipt of which is hereby acknowledged, the Breeder grants, sells, conveys and transfers ownership of the following dog (the “Dog) to the Buyer. The dog is being sold as a pet. Purchaser’s initial Babylon Bulldog - Puppy / Dog Identification Name of Dog: Breed: Bulldog Colour: Date of Birth: Sex: Registration: Microchip: Sire Name: Sire Registration: Dam Name: Dame Registration: Breeder: Xxxxxxxx Xxxxx Kuyt Date Aquired: State of Health:
Purchase and Transfer. Seller agrees to sell or cause Seller's Subsidiaries to sell their respective interest in the Properties to Buyer and Buyer agrees to purchase or cause to be purchased by an affiliate of Buyer the interest of Seller and Seller's Subsidiaries in the Properties, upon all of the terms, covenants and conditions set forth in this Agreement.
Purchase and Transfer. 1.1 The seller sells and hereby transfers, subject to the provisions of ss. 1.2, the limited partner's capital contribution to the limited partnership set forth below and the share in the limited liability company (hereinafter jointly referred to as the "shares") to the buyer, who hereby accepts such sale and transfer:
Purchase and Transfer. At the Closing, (a) the Company shall (i) deliver to Buyer the Acquired Assets, pursuant to Buyer’s instructions and as set forth in this Agreement and (ii) execute and deliver to Buyer the related Xxxx of Sale and Assignment and Assumption Agreement to sell, assign, convey, transfer and deliver to Buyer all of the Company’s right, title and interest in the Acquired Assets free of any Encumbrances except for the Assumed Liabilities and Permitted Liens, and (b) Buyer shall (i) assume the Assumed Liabilities as provided in Section 2.3 hereof and (ii) in accordance with Section 3.1 hereof (A) pay the Company an amount equal to the Closing Payment and (B) deposit with the Escrow Agent an amount equal to the Escrow Amount.
Purchase and Transfer. SBS hereby sells and transfers the Shares to ITI, who hereby buys and accepts the Shares from SBS.
