Purchase-Sale. In consideration of the mutual covenants herein contained, the Purchaser hereby agrees to purchase the Property from the Seller and the Seller hereby agrees to sell the Property to the Purchaser for the Purchase Price, subject to and in accordance with the terms and conditions of this Agreement.
Purchase-Sale. 3 2.2 Diligence Inspections....................................................................................3 2.3
Purchase-Sale. Upon and subject to the terms and conditions set forth in this Agreement, Seller agrees to sell and Purchaser agrees to purchase all of the following that is hereinafter collectively referred to as the "Project":
Purchase-Sale. EXPLANATION: This section of the purchase agreement will focus largely on purchase price and purchase price adjustments. If the transaction includes an earnout, or escrow agreement, such concepts will likely be included here as well. This section will also cover the closing mechanics of the transaction and describe what items the parties must deliver at the closing.
Purchase-Sale. In consideration of the mutual covenants herein contained, the Purchaser hereby agrees to purchase from Seller and Seller hereby agrees to sell to the Purchaser, all of Seller’s right, title and interest in and to the Property for One Hundred Eighteen Million Dollars ($118,000,000.00) (the “Purchase Price”), plus or minus prorations and other adjustments hereunder, to be payable in immediately available funds at the Closing (hereinafter defined) as hereinafter provided. To the extent applicable, Purchaser and Seller shall reasonably allocate the Purchase Price among the Real Property, the FF&E and the Assets (exclusive of the FF&E) prior to the expiration of the Due Diligence Period. Allocations made pursuant to this Section shall be used by Purchaser and Seller for all tax and other government reporting purposes. Purchaser expressly acknowledges and agrees that $4,061,000 of the Purchase Price shall be allocable to the FF&E.
Purchase-Sale a) As of the Closing, each Seller, individually and collectively, hereby irrevocably assigns, transfers, sells, conveys and delivers, or causes to assign, transfer, sell, convey and deliver, to Buyer, and Buyer hereby accepts the assignment, transfer, purchase, conveyance, and delivery of, all of such Sellers’ right, title and interest in and to the Transferred IP worldwide, including all rights to xxx and recover at law or in equity for any past, present and future infringement, misappropriation, dilution, violation or other impairment of the Transferred IP throughout the world in the name of Buyer or its designee.
Purchase-Sale. Purchaser hereby agrees to purchase from Seller and Seller hereby agrees to sell to Purchaser, the Hotel for the Purchase Price, subject to and in accordance with the terms and conditions of this Agreement.
Purchase-Sale. Effective as of November 22, 2005, the sellers (the "Sellers") listed on Schedule 1 hereto collectively own all of the outstanding shares (the "Shares") of Common Stock, and each of the Sellers agrees to sell, transfer, convey, assign and deliver to E. Miles Prentice III (the "Purchaser"), and the Purchaser agrees to purchase from each of the Sellers, the proportionate amount of the right, title and interest of each Seller in and to the Shares as set forth in Schedule 2, free and clear of all liens subject to certain restrictions (including restrictions on the right to vote, transfer or otherwise dispose of such Shares).
Purchase-Sale. Seller does hereby sell to Purchaser and Purchaser does hereby purchase from Seller the Property, subject to the terms and conditions in this Agreement, together with the following:
Purchase-Sale. Bank Sponsor hereby sells to Buyer, and Buyer hereby buys from Bank Sponsor, on and subject to the terms, covenants, and conditions set forth in this Agreement, 500 DSAY Credits.
