Sale and Transfer of Shares Sample Clauses
The 'Sale and Transfer of Shares' clause governs the conditions and procedures under which shares in a company may be sold or transferred from one party to another. It typically outlines requirements such as obtaining board approval, offering shares to existing shareholders before selling to outsiders (pre-emption rights), and compliance with legal or regulatory restrictions. This clause ensures that share ownership changes are controlled and transparent, protecting the interests of both the company and its shareholders by preventing unwanted or unauthorized transfers.
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Sale and Transfer of Shares. Subject to the terms and conditions set forth in this Agreement, at the Closing, Seller shall sell, convey, assign, transfer and deliver the Shares to Purchaser, free and clear of all Liens (other than restrictions arising under the Securities Act or any other applicable state securities laws), and Purchaser shall purchase, acquire and accept the Shares from Seller.
Sale and Transfer of Shares. Subject to the terms and conditions set forth in this Agreement, on the Closing Date (as defined below in Section 8.1), Shareholders will transfer and convey the Shares to Buyer, and Buyer will acquire the Shares from Shareholders, free and clear of all liens, encumbrances, security agreements, equities, options, claims, charges and restrictions. On the Closing Date, the certificates representing the Shares shall be duly endorsed in blank for transfer, or accompanied by separate written instruments of assignment and shall be accompanied by such other or further supporting documents as Buyer or its counsel may reasonably require.
Sale and Transfer of Shares a) Subject to the terms and conditions of this Agreement, the Company hereby agrees to sell to the Purchasers and each of the Purchasers hereby agrees, individually, to purchase from the Company, the number of the Shares set forth opposite such Purchaser's name for the purchase price in the amounts set forth opposite such Purchaser's name set forth on Schedule 1 hereto (as such schedule may be amended and supplemented in writing and delivered pursuant to the notice provisions hereof prior to 10 business days before the Closing Date). In the event that such Schedule I is amended and supplemented by additional purchasers subsequent to the date first stated above (the "Additional Purchasers"), each such Additional Purchaser must execute a joinder agreement substantially in the form attached as Exhibit A hereto.
b) At the Closing (as defined herein below), the Company shall deliver to each of the Purchasers duly executed certificates registered in such Purchaser's name and representing the Shares purchased by such Purchaser, against such Purchaser's payment of the aggregate purchase price for the Shares.
Sale and Transfer of Shares. Subject to the terms and conditions set forth in this Agreement, Company hereby agrees to issue the Shares to Buyer and Buyer hereby agrees to purchase the Shares from Company.
Sale and Transfer of Shares. Subject to the terms and conditions of this Agreement, each Seller agrees to sell and transfer to Purchaser, and Purchaser agrees to purchase from each Seller, the number of Shares specified opposite such Seller’s name as set forth on Exhibit 1.1, the Shares, free and clear of all Encumbrances, at the Closing.
Sale and Transfer of Shares. Subject to the terms and conditions of this Agreement, at the Closing, Sellers shall sell and transfer the Shares to Buyer, and Buyer shall purchase the Shares from Sellers.
Sale and Transfer of Shares. (a) Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date (as defined below) the Company hereby agrees to sell to the Purchaser and the Purchaser hereby agrees to purchase from the Company, the Common Shares set forth opposite the Purchaser’s name on Schedule 1 hereto for the aggregate purchase price set forth opposite the Purchaser’s name on Schedule 1 hereto (the “Purchase Price”).
(b) At the Closing (as defined below), the Company shall deliver to the Purchaser duly executed certificates registered in the Purchaser’s name and representing the Common Shares purchased by the Purchaser, against the Purchaser’s payment of the Purchase Price.
Sale and Transfer of Shares. Subject to the terms and conditions set forth in this Agreement, on the Closing Date, the Shareholders will transfer and convey the Shares to Purchaser, and Purchaser will acquire the Shares from the Shareholder.
Sale and Transfer of Shares. Subject to the terms and conditions of this Agreement, at the Closing, the Stockholders will sell and transfer the Shares to Buyer and Buyer will purchase the Shares from the Stockholders. In reliance on the representations, warranties and covenants contained herein, in consideration of the sale and transfer of the Shares, Buyer agrees to pay and deliver to the Stockholders on the Closing Date the Purchase Price as set forth in Section 2.02, subject to adjustment pursuant to Section 2.03, to be distributed among the Stockholders, pro rata based on their percentage ownership of the Shares on the Closing Date (each, a "Pro Rata Share").
Sale and Transfer of Shares. In consideration of and in reliance upon the representations, warranties and covenants contained herein and subject to the terms and conditions of this Agreement, the Seller hereby sells with full title guarantee, free and clear of any Encumbrance, and Purchaser purchases, the Shares. ARTICLE 3