Sale and Purchase of Company Shares. Upon the terms and subject to the satisfaction or waiver of the conditions contained herein, on the Closing Date the Selling Stockholder shall sell, assign, transfer, convey and deliver to Purchaser, and Purchaser shall purchase from the Selling Stockholder, the Company Shares.
Sale and Purchase of Company Shares. Upon the terms and subject to ----------------------------------- the conditions of this Agreement and in consideration of the Purchase Price, Seller, as agent for itself and for the Company Stockholders, shall sell, assign, transfer and deliver the Company Shares to Buyer, and Buyer shall purchase from Seller and take delivery of the Company Shares, at the Closing, free of all Encumbrances.
Sale and Purchase of Company Shares. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, each Shareholder will sell, transfer and deliver, and Buyer will purchase from each Shareholder, on a several, and not joint, basis, all of its respective Company Shares (free and clear of all Liens, subscriptions, options, warrants, calls, proxies, commitments and Contracts of any kind), in consideration of 5,185,528 shares of Buyer Common Stock (the “Consideration”), to be allocated in accordance with Schedule B.
Sale and Purchase of Company Shares. At the Closing (as hereinafter defined), the Company hereby agrees to issue and sell to Purchaser, and Purchaser agrees to purchase from the Company, One Hundred Twenty Million (120,000,000) Shares for an aggregate purchase price of Seven Million Five Hundred Thousand Dollars ($7,500,000) (the “Company Shares Purchase Price”).
Sale and Purchase of Company Shares. 1.01 Sellers hereby sell, transfer and convey to Purchaser good and indefeasible title to the Sellers’ Company Shares free and clear of all encumbrances. The purchase price to be paid by Purchaser to Sellers for the Sellers’ Company Shares (the “Purchase Price”) is $350,000.00 and shall be paid as follows:
Sale and Purchase of Company Shares. Subject to the terms and conditions of this Agreement, each of the Sellers shall transfer, assign and sell to the Purchaser, and the Purchaser shall purchase from such Seller, the Company Shares owned by such Seller as set forth on Exhibit A. As set forth on Exhibit A, the aggregate purchase price for all of the Company Shares (the “Aggregate Purchase Price”) shall be the sum of (a) $22,000,000.00 and (b) the Working Capital Adjustment Amount (as defined below). The portion of the Aggregate Purchase Price allocated to each Seller (each a “Seller Purchase Price”) shall be determined based on such Seller’s respective ownership percentage as set forth on Exhibit A. Notwithstanding the foregoing, the Purchaser, in its sole discretion, shall have the right to increase or decrease the Aggregate Purchase Price by an amount not to exceed $50.00 (in which case a corresponding proportionate increase or decrease shall be made to each Seller Purchase Price). For purposes of this Agreement, (x) the term “
Sale and Purchase of Company Shares. Each of the Vendors agrees to sell and the Purchaser agrees to purchase all of the Company Shares owned by such Vendors upon the terms and conditions herein contained. The number of Company Shares owned by each of the Vendors is as follows: NO. OF NAME OF VENDOR COMPANY SHARES ------------------------------------------- Michael Chong 8,566,667 Ck Chong 8,566,667 Andy Chong 3,033,333 Jordan Krushen 5,533,333 Rick Thomas 4,300,000 ------------------------------------------- Total 30,000,000
Sale and Purchase of Company Shares. Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller Parties will cause El Dorado to sell, assign and transfer to Purchaser, and Purchaser will purchase and acquire from El Dorado, all legal and beneficial right, title and interest in and to the Company Shares, free and clear of any and all Liens.
Sale and Purchase of Company Shares. At the closing provided for in Article 2 (the "CLOSING"), upon the terms and subject to the conditions of this Agreement and in reliance upon the representations, warranties and agreements contained herein, the Company shall become a wholly-owned subsidiary of the Buyer as a result of the payment of the purchase price, which shall be comprised of (i) payment of the Consideration to the Sellers and (ii) the contribution to the Company of the additional shares of Buyer Common Stock and any cash payment provided for in Section 8.7. At the Closing, the Sellers shall sell to the Buyer, and the Buyer shall purchase from the Sellers, each of the Company Shares for a number of shares of Common Stock, par value $0.001 per share (the "BUYER COMMON STOCK"), of the Buyer equal to the Exchange Ratio (the "CONSIDERATION"), to be issued and delivered in accordance with Section 1.2.
Sale and Purchase of Company Shares. On and subject to the terms and conditions of this Agreement, at the Closing, Sellers shall sell and transfer to Buyer and Buyer shall purchase and accept from Sellers all of the Company Shares for the Purchase Price.
