Common use of Sale and Purchase Clause in Contracts

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement the Seller shall sell with full title guarantee and the Buyer shall purchase the Shares, with all rights attaching to them with effect from the date of this Agreement.

Appears in 3 contracts

Samples: Sale and Purchase Agreement (A21 Inc), A21 Inc, A21 Inc

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Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller Sellers shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 3 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Quanex Building Products CORP), Share Purchase Agreement (MTS Medication Technologies, Inc /De/)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the Completion Date.

Appears in 3 contracts

Samples: Share Purchase Agreement (Pfsweb Inc), Agreement (Advanced Accelerator Applications S.A.), Agreement (Advanced Accelerator Applications S.A.)

Sale and Purchase. 2.1 Subject 4.1 On the terms of this agreement and subject to the terms and conditions completion of this Agreement the Conditions, at Completion the Seller shall sell and the Buyer shall buy the Sale Shares with full title guarantee and the Buyer shall purchase the Sharesfree from all Encumbrances, together with all rights attaching that attach (or may in the future attach) to them with effect from the Sale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 3 contracts

Samples: Cool Co Ltd., Cool Co Ltd., Cool Co Ltd.

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement and subject to the Condition (as defined in paragraph 3.1 below), the Seller shall sell and the Purchaser shall buy the Sale Shares with full title guarantee guarantee, free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement.. EXECUTION VERSION

Appears in 3 contracts

Samples: Share Sale Agreement (TETE Technologies Inc), Share Sale Agreement (TETE Technologies Inc), Share Sale Agreement (TETE Technologies Inc)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after Completion.

Appears in 2 contracts

Samples: Share Purchase Agreement (Qumu Corp), Share Purchase Agreement

Sale and Purchase. 2.1 Subject to Upon the terms and conditions of this Agreement and subject to satisfaction of the Merger Condition, on Completion the Seller shall sell and the Purchaser shall purchase the full legal and beneficial interest in the Seller Shares, including all attached or accrued rights, including the right to receive all dividends and distributions declared, made or paid on or after Completion and free from all Encumbrances and with full title guarantee and the Buyer shall purchase the Shares, with all rights attaching to them with effect from the date of this Agreementguarantee.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Amc Entertainment Holdings, Inc.)

Sale and Purchase. 2.1 Subject Upon the terms of this agreement and subject to the terms and conditions of this Agreement Conditions, with effect from Completion the Seller shall sell with full title guarantee and the Buyer shall purchase the Shares, full legal and beneficial interest in the Shares including all accrued rights and free from all Encumbrances and with all rights attaching to them with effect from the date of this Agreementfull title guarantee.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Willbros Group, Inc.\NEW\)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement.

Appears in 2 contracts

Samples: Share Purchase Agreement (TRM Corp), Share Purchase Agreement (TRM Corp)

Sale and Purchase. 2.1 Subject 3.1 On the terms of this agreement and subject to the terms and conditions of this Agreement Conditions, at Completion the Seller shall sell and the Buyer shall buy the Sale Shares with full title guarantee and the Buyer shall purchase the Sharesfree from all Encumbrances, together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the Completion Date.

Appears in 2 contracts

Samples: Share Purchase Agreement, Future FinTech Group Inc.

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 2 contracts

Samples: Agreement (Hollywood Media Corp), Agreement (Hollywood Media Corp)

Sale and Purchase. 2.1 Subject to 3.1 On the terms and conditions of this Agreement agreement and subject to satisfaction of the Conditions, the Seller shall sell and the Buyer shall buy, with effect from Completion, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) or accrue to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the Completion Date.

Appears in 2 contracts

Samples: Griffin-American Healthcare REIT II, Inc., Griffin-American Healthcare REIT II, Inc.

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller Sellers shall severally sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after Completion.

Appears in 2 contracts

Samples: Share Purchase Agreement, Qumu Corp

Sale and Purchase. 2.1 Subject to 3.1. On the terms and conditions of this Agreement and subject to the Conditions, the Seller shall sell and the UK Buyer shall buy, with effect from Completion, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from the Sale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement.

Appears in 2 contracts

Samples: Purchase Agreement (Galapagos Nv), Charles River Laboratories International Inc

Sale and Purchase. 2.1 Subject On and with effect from Completion, subject to the terms and conditions provisions of this Agreement agreement, the Seller shall sell or (as the case may be) procure the sale with full title guarantee and the Buyer Purchaser shall purchase the SharesShares free from all charges and encumbrances and from all other rights exercisable by third parties, together with all rights attaching attached or accruing to them with effect from the date of this Agreementat Completion.

Appears in 2 contracts

Samples: www.sec.gov, Sale and Purchase Agreement (Xl Group PLC)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement Agreement, the Seller Vendor (as the legal and beneficial owner of the Sale Shares) shall sell with full title guarantee sell, and the Buyer Purchaser (and/or its designated entity) shall purchase purchase, the Shares, Sale Shares free from all Encumbrances and with all rights now and hereafter attaching thereto (including without limitation the right to them with effect from all dividends paid, declared or made in respect thereof on or after the date of this AgreementCompletion Date).

Appears in 2 contracts

Samples: Sale and Purchase Agreement, Sale and Purchase Agreement

Sale and Purchase. 2.1 Subject On the terms of this agreement and subject to the terms and conditions of this Agreement Conditions, at Completion the Seller Sellers shall sell and the Buyer shall buy, with effect from Completion, the Sale Shares with full title guarantee and the Buyer shall purchase the Sharesfree from all Encumbrances, together with all rights attaching that attach (or may in the future attach) to them with effect from the Sale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement (and, in the case of the Preference Shares, all rights to receive accumulated but unpaid dividends).

Appears in 2 contracts

Samples: www.sec.gov, Summit Therapeutics PLC

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to vote and the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Xfone Inc)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement the The Seller shall sell with full title guarantee free from all Encumbrances and the Buyer shall purchase buy the SharesSale Share, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement.

Appears in 1 contract

Samples: Share Exchange Agreement

Sale and Purchase. 2.1 Subject 3.1 On the terms of this agreement and subject to the terms and conditions of this Agreement Conditions, the Seller shall sell and the Buyer shall buy, with effect from Completion, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the date of this Agreementright to receive all dividends and distributions declared, made or paid on or after the Completion Date.

Appears in 1 contract

Samples: Share Purchase Agreement (Global Traffic Network, Inc.)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement the 2.1. The Seller shall sell with full title guarantee and free from all Encumbrances and the Buyer Buyers shall purchase buy the SharesSale Shares in the proportions set out in Schedule 1, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Agreement (Digital Angel Corp)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement Agreement, the Seller Vendor shall sell with full title guarantee sell, and the Buyer Purchaser shall purchase purchase, the SharesSale Share free from all claims, liens, charges, equities and encumbrances and third party rights of any kind and together with all rights attaching thereto including the right to them with effect from receive all dividends and distributions declared, made or paid after the date Completion Date in consideration of this Agreementthe Sale Consideration.

Appears in 1 contract

Samples: Agreement (ADGS Advisory, Inc.)

Sale and Purchase. 2.1 Subject On and subject to the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee agrees to sell, and the Buyer shall purchase agrees to purchase, the Shares, legal and beneficial title to the Shares with Full Title Guarantee free from all Encumbrances and together with all rights attaching attached to them with effect from at Completion (including, the date of this Agreementright to receive all dividends and distributions declared, made, accrued or paid at any time).

Appears in 1 contract

Samples: Time Inc.

Sale and Purchase. 2.1 Subject 3.1 On the terms of this agreement and subject to the terms and conditions of this Agreement Conditions, at Completion the Seller Sellers shall sell and the Buyer shall buy, with effect from Completion, the Sale Shares for the Consideration with full title guarantee and the Buyer shall purchase the Sharesfree from all Encumbrances, together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the Completion Date.

Appears in 1 contract

Samples: Share Purchase Agreement (Aegean Marine Petroleum Network Inc.)

Sale and Purchase. 2.1 Subject to 2.1. On the terms and conditions of this Agreement agreement, with effect from Completion, the Seller Sellers shall sell sell, and the Buyer shall buy, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Greenworld Development, Inc.)

Sale and Purchase. 2.1 Subject to the fulfilment of the Conditions and on the terms and conditions of this Agreement agreement the Seller Sellers shall sell and the Buyer shall buy the Sale Shares with effect from Completion, with full title guarantee and the Buyer shall purchase the Shares, free from Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the Completion Date.

Appears in 1 contract

Samples: Agreement (Alvotech)

Sale and Purchase. 2.1 Subject to Each of the terms and conditions of this Agreement the Seller Sellers shall sell with full title guarantee and the Buyer shall purchase buy the Shares free from all claims, liens, charges and encumbrances, and together with all benefits and rights attaching to the Shares, with including all rights attaching to them with effect from dividends declared, and distributions made or paid, on or after the date of this Agreement.

Appears in 1 contract

Samples: Aris Corp/

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement the Seller shall sell and the Buyer shall buy the Sale Shares with effect from Completion, with full title guarantee and the Buyer shall purchase the Shares, free from Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after Completion.

Appears in 1 contract

Samples: Agreement (Alvotech)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase the Shares, free from all liens, charges and encumbrances and together with all accrued benefits and rights attaching to them the Shares, with effect from the date of this Agreement.

Appears in 1 contract

Samples: Authoriszor Inc

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase the Sharesbuy, with all rights attaching to them with effect from the Completion Date, the Sale Shares with full title guarantee, free from all Encumbrances and together with all rights that attach (or may in the future attach) to them including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Share Sale and Purchase Agreement (Syntroleum Corp)

Sale and Purchase. 2.1 Subject 3.1 On the terms of this agreement and subject to the terms Condition, the Vendor shall sell, and conditions of this Agreement the Seller Purchaser shall sell buy, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Agreement (Emrise CORP)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller shall sell and the Buyer shall buy, with effect from Completion, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid thereon on or after the Completion Date.

Appears in 1 contract

Samples: ZAGG Inc

Sale and Purchase. 2.1 Subject to 3.1 On the terms and conditions of this Agreement and subject to the Conditions, the Seller shall sell and the Buyer shall buy, with effect from Closing, the Sale Share with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Share including the right to receive all dividends and distributions declared, made or paid after (but not on or before) Closing.

Appears in 1 contract

Samples: Vantage Drilling International

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement the Seller Vendors shall sell with full title guarantee guarantee, and the Buyer Purchaser shall purchase buy with the Sharesbenefit of such a guarantee, the Shares free from all claims, charges, liens, encumbrances and equities and together with all rights attaching attached or accruing to them and together with effect from all dividends and distributions in respect of any period ending after the date of this AgreementAgreement or declared, paid or made after that date.

Appears in 1 contract

Samples: Mailkey Corp

Sale and Purchase. 2.1 Subject to On the terms and subject to the conditions of this Agreement Agreement, the Seller shall sell with full title guarantee guarantee, and the Buyer Purchaser shall purchase purchase, the SharesShares free from all charges and Encumbrances and from all other rights exercisable by third parties, together with all rights attaching attached or accruing to them with effect from the date of this Agreementat Completion.

Appears in 1 contract

Samples: Share Purchase Agreement

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Sale and Purchase. 2.1 Subject 3.1 On the terms of this agreement and subject to the terms and conditions of this Agreement Conditions, at Completion the Seller shall sell and the Buyer shall buy the Sale Shares with full title guarantee and the Buyer shall purchase the Sharesfree from all Encumbrances, together with all rights attaching that attach (or may in the future attach) to them with effect from the Sale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Caledonia Mining Corp PLC)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the SharesSale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement.

Appears in 1 contract

Samples: Agreement (NorthStar Realty Europe Corp.)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, with effect from Completion, the Seller Sellers shall sell sell, and the Buyer shall buy, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the date of this Agreementright to receive all dividends and distributions declared, made or paid on or after Completion.

Appears in 1 contract

Samples: Share Purchase Agreement (Four Rivers Bioenergy Inc.)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement agreement, at Completion the Seller shall sell and the Buyer shall buy the Sale Shares with full title guarantee and the Buyer shall purchase the Sharesfree from all Encumbrances, together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the Completion Date.

Appears in 1 contract

Samples: Onfolio Holdings, Inc

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement Agreement, the Seller shall sell and the Buyer shall buy, with effect from Closing, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from the date of this AgreementSale Shares including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the Closing Date.

Appears in 1 contract

Samples: Share Purchase Agreement (Boxlight Corp)

Sale and Purchase. 2.1 Subject Upon and subject to the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee Vendor hereby agrees to sell, and the Buyer shall Purchaser agrees to purchase the Shares, Shares free from all Encumbrances and together with all rights attaching to them with effect from and advantages which are at the date of this Agreement.Agreement or at any time hereafter attached to the Shares (including the right to receive all dividends and distributions declared, made or paid). ALL OF THE SHARES

Appears in 1 contract

Samples: Agreement (Lason Inc)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, with effect from Completion, the Seller shall sell sell, and the Buyer shall buy, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Misonix Inc)

Sale and Purchase. 2.1 Subject to Upon the terms and subject to the conditions of this Agreement agreement, each of the Seller Sellers shall sell procure the sale of and the Buyer, for itself and as agent for the Buying Subsidiaries, shall purchase the full legal and beneficial interest in the Shares with full title guarantee and the Buyer shall purchase the Shares, with all rights attaching to them free from any Encumbrance in each case as at and with effect from Completion together with all accrued benefits and rights attached thereto and all dividends declared but unpaid after the date Accounts Date in respect of this Agreementthe Shares.

Appears in 1 contract

Samples: Aleris International, Inc.

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from Completion, the Shares, Sale Shares free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Vycor Medical Inc)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase for the SharesPurchase Price, at Completion, the entire legal and beneficial interest in the Shares free from any Encumbrance and together with all rights attaching of any nature whatsoever that attach (or may in the future attach) to them with effect from the date of this Agreementthem, including any dividends or distributions.

Appears in 1 contract

Samples: Transfer Agreement (Strategic Hotels & Resorts, Inc)

Sale and Purchase. 2.1 Subject 3.1 On the terms of this agreement and subject to the terms and conditions of this Agreement Conditions, the Seller shall sell and the Buyer shall buy, with effect from Completion, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Agreement (Build a Bear Workshop Inc)

Sale and Purchase. 2.1 Subject to the terms and conditions condition of this Agreement the Seller Agreement, the Vendor shall sell with full title guarantee and the Buyer Purchaser shall purchase the SharesSale Shares free from all charges, liens and other encumbrances whatsoever and together with all rights attaching attached thereto including in particular but without prejudice to them with effect from the generality of the foregoing the right to all dividends and other distributions declared and/or paid on the Sale Shares on or after the date of this Agreementhereof.

Appears in 1 contract

Samples: Agreement (Sleepaid Holding Co.)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement agreement, each of the Seller Sellers shall sell with full title guarantee and the Buyer shall purchase the number of Shares set opposite that Seller's name in column (2) of Part 1 of Schedule 1 free from any and all Security Interests together with all accrued benefits and rights attaching or accruing to the Shares, with including all rights attaching to them with effect from dividends declared on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: I Many Inc

Sale and Purchase. 2.1 Subject to Upon the terms and conditions of this Agreement Agreement, the Seller Sellers shall sell with full title guarantee and the Buyer shall purchase the Shares, with all rights attaching to them full sole legal and beneficial ownership in the Shares with effect from Completion with full title guarantee free from any Encumbrance, together with all accrued benefits and rights attached thereto (including the date of this Agreementright to receive all dividends or distributions declared made or paid on or after Completion).

Appears in 1 contract

Samples: Share Purchase Agreement

Sale and Purchase. 2.1 Subject to Upon the terms and subject to the conditions of this Agreement agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase the Shares, with all rights attaching to them Shares with effect from Completion free from any Encumbrance and together with all accrued benefits and rights attached thereto and all dividends paid after 31 August 2007 in respect of the date of this AgreementShares.

Appears in 1 contract

Samples: Agreement (Allied Healthcare International Inc)

Sale and Purchase. 2.1 Subject to Upon the terms and subject to the conditions of this Agreement agreement, the Seller shall sell shall, as legal and beneficial owner and with full title guarantee guarantee, sell and the Buyer shall purchase the Shares, with all rights attaching to them Shares with effect from Completion free from any Encumbrance together with all accrued benefits and rights attached thereto and all dividends declared after the date of this Agreementagreement.

Appears in 1 contract

Samples: TRM Corp

Sale and Purchase. 2.1 Subject to On the terms and subject to the conditions of this Agreement Agreement, the Seller shall sell sell, with full title guarantee guarantee, and the Buyer Purchaser shall purchase the Shares, Shares with all rights attaching attached or accruing to them with effect at Completion free from any Encumbrances, other than the date of this AgreementShell Encumbrances.

Appears in 1 contract

Samples: Share Purchase Agreement (Just Energy Group Inc.)

Sale and Purchase. 2.1 Subject to (A) On the terms and subject to the conditions of set out in this Agreement Agreement, the Seller shall sell with full title guarantee sell and the Buyer Purchaser shall purchase the SharesShares as at and with effect from Completion free from all claims, liens, charges and Encumbrances together with all rights attaching attached or accruing to them with effect from the date of this Agreementat Completion.

Appears in 1 contract

Samples: Agreement (Warnaco Group Inc /De/)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement Agreement, each of the Seller Sellers shall sell with full title guarantee and the Buyer shall purchase buy with effect from Completion the Shares together with all benefits and rights attaching to the Shares, with including without limitation all rights attaching to them with effect from dividends declared, and distributions made or paid, on or after the date of this Agreement.

Appears in 1 contract

Samples: Agreement (Aris Corp/)

Sale and Purchase. 2.1 Subject to the terms and conditions of this Agreement the Seller shall sell with full title guarantee and the Buyer shall purchase all legal and beneficial interest in the Shares, with all rights attaching to them with effect from the date of this Agreement.

Appears in 1 contract

Samples: Sale and Purchase Agreement (A21 Inc)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement, with effect from Completion, the Seller Sellers shall sell sell, and the Buyer shall buy, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Share Purchase Agreement (Greenworld Development, Inc.)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement Agreement, the Seller shall sell with full title guarantee and the Buyer shall purchase buy, with effect from the SharesEffective Date, the Sale Shares with full title guarantee, free from all Encumbrances and together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreement.

Appears in 1 contract

Samples: Agreement (Sunair Services Corp)

Sale and Purchase. 2.1 Subject to On the terms and conditions of this Agreement agreement the Seller shall sell and the Buyer shall buy, with effect from Completion, the Sale Shares with full title guarantee free from all Encumbrances and the Buyer shall purchase the Shares, together with all rights attaching that attach (or may in the future attach) to them with effect from including, in particular, the right to receive all dividends and distributions declared, made or paid on or after the date of this Agreementagreement.

Appears in 1 contract

Samples: Katy Industries Inc

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