Common use of Sale and Purchase of Shares Clause in Contracts

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser (or its designee) shall purchase and acquire from Seller, all right, title and interest in and to the Shares, free and clear of all Liens (the “Sale”).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Genesis Energy Lp), Stock Purchase Agreement (Tronox LTD)

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Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller the Sellers shall sell, (and Parent shall cause the Sellers to) transfer, convey, assign and deliver to Purchaser, and Purchaser (or its designee) shall purchase and acquire from Sellerthe Sellers, the Shares and all of the Sellers’ and their applicable Subsidiaries’ right, title and interest in and to the Shares, free and clear of all Liens Transferred IP (the “Sale”).

Appears in 2 contracts

Samples: Purchase and Sale Agreement (HSI IP, Inc.), Purchase and Sale Agreement (Home Depot Inc)

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall sell, transfer, convey, assign and deliver deliver, or cause to be transferred, conveyed, assigned and delivered, to Purchaser, and Purchaser (or its designee) shall, and Parent shall cause Purchaser to, purchase and acquire from Seller, all right, title and interest in and to Seller the Shares, free and clear of all Liens Encumbrances, other than Encumbrances under applicable securities Laws (the “Sale”).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Nextera Energy Inc), Stock Purchase Agreement (Gulf Power Co)

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall sell, transfer, convey, assign and deliver deliver, or cause to be transferred, conveyed, assigned and delivered, to Purchaser, and Purchaser (or its designee) shall, and Parent shall cause Purchaser to, purchase and acquire from Seller, all right, title and interest in and to the Shares, free and clear of all Liens Encumbrances, other than Encumbrances under applicable securities Laws (the “Sale”).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Nextera Energy Inc), Stock Purchase Agreement (Gulf Power Co)

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser (or its designee) shall purchase and acquire from Seller, all of Seller’s right, title and interest in and to the Shares, free and clear of all Liens (the “Share Sale”).

Appears in 2 contracts

Samples: Stock and Asset Purchase Agreement (Tronox LTD), Stock and Asset Purchase Agreement (FMC Corp)

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall sell, transfer, convey, assign and deliver deliver, or cause to be transferred, conveyed, assigned and delivered, to Purchaser, and Purchaser (or its designee) shall, and Parent shall cause Purchaser to, - 21 - purchase and acquire from Seller, all right, title and interest in and to the Shares, free and clear of all Liens Encumbrances, other than Encumbrances under applicable securities Laws (the “Sale”).

Appears in 1 contract

Samples: Stock Purchase Agreement

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Parent shall, or shall cause the Seller shall Group to, sell, transfer, convey, assign and deliver to Purchaser, and Purchaser (or its designee) shall purchase and acquire from Sellerthe Seller Group, all of the Seller Group’s right, title and interest in and to the Shares, free and clear of all Liens Shares (the “Sale”).

Appears in 1 contract

Samples: Stock Purchase Agreement (CARRIER GLOBAL Corp)

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Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall sell, transfer, convey, assign and deliver deliver, or cause to be transferred, conveyed, assigned and delivered, to Purchaser, and Purchaser (or its designee) shall shall, purchase and acquire from Seller, all right, title and interest in and to Seller the Shares, free and clear of all Liens Encumbrances, other than restrictions on transfer that may be imposed by applicable securities Laws (the “Sale”).

Appears in 1 contract

Samples: Stock Purchase Agreement (Chesapeake Utilities Corp)

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement Transactions (the “Closing”), Seller Parent shall sellcause the Sellers to grant, transfer, convey, assign and deliver to Purchaser, and Purchaser (or its designee) shall purchase and acquire from Seller, the Sellers all of the Sellers’ right, title and interest in and to the Shares, in each case, free and clear of all Liens (the “Sale”).

Appears in 1 contract

Samples: Stock Purchase Agreement (Carlisle Companies Inc)

Sale and Purchase of Shares. Upon Subject to the terms and subject to the satisfaction or waiver conditions of the conditions set forth inthis Agreement, and in accordance withreliance upon the representations, this Agreementwarranties, at the closing of the transactions contemplated by covenants and agreements made in this Agreement (the “Closing”)by Sellers and Purchaser, Seller Purchaser shall purchase and accept from Sellers, and Sellers shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser (or its designee) shall purchase and acquire from Selleron the Closing Date, all right, title and interest in and to the Shares. At the Closing, free and clear of all Liens (each Seller shall deliver to Purchaser the “Sale”)certificates evidencing the Shares owned by such Seller.

Appears in 1 contract

Samples: Stock Purchase Agreement (Plato Learning Inc)

Sale and Purchase of Shares. Upon the terms and subject to the satisfaction or waiver of the conditions set forth in, and in accordance with, this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall sell, transfer, convey, assign and deliver to Purchaser, and Purchaser (or its designee) shall purchase and acquire from Seller, all of Seller’s right, title and interest in and to the Shares, free and clear of all Liens other than transfer restrictions imposed by applicable Law (the “Sale”).

Appears in 1 contract

Samples: Stock Purchase Agreement (Abbott Laboratories)

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