PURCHASE OF SHARES FROM SHAREHOLDERS Sample Clauses

PURCHASE OF SHARES FROM SHAREHOLDERS. On the terms and subject to the conditions set forth herein, at the Closing each Shareholder shall sell, transfer, convey, assign and deliver to Buyer, free and clear of all Share Encumbrances, and Buyer shall purchase, acquire and accept from each Shareholder, all the Shares owned by such Shareholder. At the Closing, each Shareholder shall deliver to Buyer certificates evidencing the Shares owned by such Shareholder duly endorsed for transfer and such other instruments as may be reasonably requested by Buyer to transfer full legal and beneficial ownership of the Shares to Buyer, free and clear of all Share Encumbrances. Buyer shall pay the purchase price for the Shares in accordance with the terms of Section 2.02(b).
Sample 1
AutoNDA by SimpleDocs
PURCHASE OF SHARES FROM SHAREHOLDERS. On the terms and subject to the conditions set forth herein, Sellers hereby sell, transfer, convey, assign and deliver to Buyer, free and clear of all liens, pledges, encumbrances and claims whatsoever, and Buyer hereby purchases, acquires, accepts, and acknowledges receipt thereof from Sellers that portion of the Shares set forth below under the column marked "Purchased Shares" (the "Purchased Shares"):
Sample 1
PURCHASE OF SHARES FROM SHAREHOLDERS. On the terms and subject to the conditions set forth herein, at the Closing (as hereinafter defined) each Shareholder shall sell, transfer, convey, assign and deliver to Buyer, free and clear of all Share Encumbrances (as hereinafter defined), and Buyer shall purchase, acquire and accept from each Shareholder, all the Shares owned by such Shareholder. At the Closing, each Shareholder shall deliver to Buyer certificates evidencing the Shares owned by such Shareholder duly endorsed for transfer together with such other instruments as may be reasonably requested by Buyer to transfer full legal and beneficial ownership of the Shares to Buyer, free and clear of all Share Encumbrances. Buyer shall pay the Purchase Price for the Shares in accordance with the terms of Section 2.02(b) of this Agreement.
Sample 1
PURCHASE OF SHARES FROM SHAREHOLDERS. On the terms and subject ------------------------------------ to the conditions set forth herein, at the Closing (as that term is defined in Section 2.3 hereof), each Shareholder shall sell, transfer, convey, assign and deliver to Parent, and Parent shall purchase, acquire and accept from each Shareholder, all the Shares owned by such Shareholder. At the Closing, each Shareholder shall deliver to Parent certificates representing the Shares owned by such Shareholder accompanied by duly signed share transfer deeds dated the Closing Date and Parent shall be registered as the owner of the Shares in the membership registry of the Company. The purchase price for the Shares shall be paid in accordance with the terms of Section 2.2 hereof.
Sample 1
PURCHASE OF SHARES FROM SHAREHOLDERS. ON THE TERMS AND SUBJECT TO THE CONDITIONS SET FORTH HEREIN, SELLERS HEREBY SELL, TRANSFER, CONVEY, ASSIGN AND DELIVER TO BUYER, FREE AND CLEAR OF ALL LIENS, PLEDGES, ENCUMBRANCES AND CLAIMS WHATSOEVER, AND BUYER HEREBY PURCHASES, ACQUIRES AND ACCEPTS FROM SELLERS ALL THE SHARES. SELLERS SHALL DELIVER TO BUYER CERTIFICATES REPRESENTING THE SHARES, DULY ENDORSED FOR TRANSFER AT THE CLOSING (AS DEFINED IN SECTION 1.3. HEREOF).
Sample 1
PURCHASE OF SHARES FROM SHAREHOLDERS. On the terms and subject to the conditions set forth herein, at the Closing, each Shareholder shall sell, transfer, convey, assign and deliver to DSI, and DSI shall purchase, acquire and accept from each Shareholder, all the Shares owned by such Shareholder in accordance with the table set forth as Schedule 3.2 hereto) free and clear of any covenants, conditions, restrictions, voting trust arrangements or Liens, options or adverse claims or rights whatsoever. At the Closing, Endan shall deliver to DSI certificates representing the Shares owned by each Shareholder accompanied by duly signed share transfer deeds dated as of the Closing Date, together with evidence of recordation of DSI as the owner of the Shares in the membership registry of Endan and a duly completed notice of such transfer to the Israeli Registrar of Companies in form acceptable for immediate filing therewith.
Sample 1
PURCHASE OF SHARES FROM SHAREHOLDERS. On the terms and subject to the conditions set forth herein, at the Closing (as defined herein), the Shareholders shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser shall purchase, acquire and accept from the Shareholders, the Shares on the terms and subject to the conditions set forth in this Agreement. At the Closing, the Shareholders shall deliver to Purchaser certificates evidencing the Shares duly endorsed for transfer, and all such other documentation as is necessary and helpful as determined by Purchaser to transfer the Shares to Purchaser.
Sample 1
AutoNDA by SimpleDocs
PURCHASE OF SHARES FROM SHAREHOLDERS. On the terms and subject to the conditions set forth herein, Sellers hereby sell, transfer, convey, assign and deliver to Buyer, free and clear of all liens, pledges, encumbrances and claims whatsoever, and Buyer hereby purchases, acquires and accepts from Sellers all the Purchased Shares. Sellers shall deliver to Buyer certificates representing the Purchased Shares, duly endorsed for transfer at the Closing (as defined in Section 1.4 hereof). The Purchased Shares are identified as follows: (i) for all Sellers except Xxxxx Xxxx Xxxxxxx, Sr., the Purchased Shares include 100% of the common stock in the Company owned by said Sellers and (ii) for Xxxxx Xxxx Xxxxxxx, Sr., the Purchased Shares include all common stock in the Company, less 0.92222 shares. The excluded 0.92222 shares are herein called the "Non-Purchased Shares."
Sample 1
PURCHASE OF SHARES FROM SHAREHOLDERS. 13.1 Gazit hereby undertakes to purchase or to cause the purchase of all of the holdings of Messrs. Eli Makabi, David Volkan, Menachem Weinberg and Mixxxxx Xxxxenxxxx (hereinafter: "the xxxxxxxlders") xx Xxxxx Xxxx; in other words, 712,027 shares, in a state in which they are clear of any lien, pledge, debt, or third party right, whatsoever, all subject to the execution of the issue to the public and execution of all of the other obligations of the Danbar group and Dan, pursuant to this agreement.
Sample 1

Related to PURCHASE OF SHARES FROM SHAREHOLDERS

  • Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby purchases the Shares from the Company, subject to forfeiture, on the terms and subject to the conditions set forth in this Agreement. Concurrently with the Subscriber’s execution of this Agreement, the Company shall, at its option, deliver to the Subscriber a certificate registered in the Subscriber’s name representing the shares (the “Original Certificate”), or effect such delivery in book-entry form.

  • Purchase of Shares from the Fund 3.1 The Distributor shall have the right to buy from the Fund on behalf of investors the Shares needed, but not more than the Shares needed (except for clerical errors in transmission) to fill unconditional orders for Shares placed with the Distributor by investors or registered and qualified securities dealers and other financial institutions (selected dealers).

  • Repurchase of Shares If any share is repurchased by any of the Funds or is tendered thereto for redemption within seven business days after confirmation by us of the original purchase order from you for such security, you shall forthwith refund to us the full compensation paid to you on the original sale.

  • Purchase of Shares from each Fund The Shares are offered in four classes (each, a "Class"), as described in the Prospectus, as amended or supplemented from time to time.

  • Purchase of Shares of Common Stock Each Purchase Contract shall, unless an Early Settlement has occurred in accordance with Section 5.9 hereof, obligate the Holder of the related Security to purchase, and the Company to sell, on the Purchase Contract Settlement Date at a price equal to the Stated Amount (the "Purchase Price"), a number of newly issued shares of Common Stock equal to the Settlement Rate unless, on or prior to the Purchase Contract Settlement Date, there shall have occurred a Termination Event with respect to the Security of which such Purchase Contract is a part. The "Settlement Rate" is equal to:

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

  • Purchase of Shares in Offer Parent, the Purchaser or their affiliates shall have purchased Shares pursuant to the Offer; and

  • Subscription and Purchase of Shares For the sum of $25,000 (the “Purchase Price”), which the Company acknowledges receiving in cash, the Company hereby issues the Shares to the Subscriber, and the Subscriber hereby subscribes for and purchases the Shares from the Company, 1,125,000 of which are subject to surrender and cancellation, on the terms and subject to the conditions set forth in this Agreement. All references in this Agreement to shares of the Company being surrendered and canceled shall take effect as surrenders and cancellations for no consideration of such shares as a matter of Cayman Islands law.

  • Purchase of Company Shares Acquisition Sub shall have accepted for payment and paid for all of the Company Shares validly tendered and not withdrawn pursuant to the Offer.

  • Release of Shares From Repurchase Option (a) 25% of the Shares shall be released from the Company’s repurchase option one year after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option two years after the date of this Agreement, 25% of the Shares shall be released from the Company’s repurchase option three years after the date of this Agreement, and the remaining 25% of the Shares shall be released from the repurchase option four years after such date, subject to Director continuing to be a Service Provider on such dates.

Time is Money Join Law Insider Premium to draft better contracts faster.