Purchase and Sale of the Shares definition

Purchase and Sale of the Shares. Upon the terms and subject to the conditions of this Agreement, on the Closing Date, Parent, SVM Canada or SMDMC, as appropriate, shall sell, transfer, assign, convey and deliver to Buyer, free and clear of all Encumbrances, and Buyer shall purchase and accept from Parent, SVM Canada or SMDMC, as appropriate, the Shares."
Sample 1

Examples of Purchase and Sale of the Shares in a sentence

  • Purchase and Sale of the Shares and the Business Assets; Liabilities Assumed 12 Section 2.02.

  • Section 2.01 Purchase and Sale of the Shares 12 Section 2.02 Purchase Price 12 Section 2.03 Closing 13 Section 2.04 Closing Deliveries by the Company and the Sellers 13 Section 2.05 Closing Deliveries by Purchaser 14 Section 2.06 Adjustment of Purchase Price.

  • Section 2.1. Purchase and Sale of the Shares 8 Section 2.2. Purchase Price 8 Section 2.3. Closing 13 Section 2.4. Tax Withholding 13 ARTICLE III.

  • Section 2.1 Purchase and Sale of the Shares............................

  • Purchase and Sale of the Shares; Payment of the Inter- Company Debt.

  • Purchase and Sale of the Shares....................................

  • SECTION 1 Definitions 1 SECTION 2 Authorization, Purchase and Sale of the Shares 3 2.1 Purchase and Sale of the Shares 3 2.2 Closing 3 SECTION 3 Representations and Warranties and Certain Covenants of the Company 3 3.1 Organization, Qualifications and Corporate Power 3 3.2 Authorization of Agreements, Etc.

  • Purchase and Sale of the Shares...........................................................................

  • SHARES Section 1.1 Purchase and Sale of the Shares.....................................

  • Purchase and Sale of the Shares..........................................

Related to Purchase and Sale of the Shares

  • Purchase and Sale Agreement means that certain Purchase and Sale Agreement, dated as of the Closing Date, between the Transferor, as the seller, and the Borrower, as the purchaser, as amended, modified, supplemented, restated or replaced from time to time in accordance with the terms thereof.

  • Purchase and Sale Termination Date has the meaning set forth in Section 1.4 of the Sale Agreement.

  • Purchase and Sale Termination Event has the meaning set forth in Section 8.1 of the Sale Agreement.

  • Purchase Shares has the meaning set forth in Section 2.2(a) hereof.

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Purchased Securities has the meaning assigned in the Terms;

  • Second Closing has the meaning set forth in Section 2.2.

  • Purchased Shares has the meaning set forth in Section 2.01.

  • Purchase Transaction means a purchase of scrap metal, or the purchase of property described in section 10 if the knowing purchase or offer to purchase that property is not prohibited by that section, by a scrap metal dealer. The term does not include any of the following:

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Purchased Units means, with respect to a particular Purchaser, the number of Common Units equal to the aggregate Purchase Price set forth opposite such Purchaser’s name under the column titled “Purchase Price” set forth on Schedule A hereto divided by the Common Unit Price.

  • Securities Purchase has the meaning set forth in the recitals in this Agreement. “Seller” has the meaning set forth in the introductory paragraph to this Agreement.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Sale of the Artwork means the transfer of title and ownership of the Artwork to an un-Affiliated third-party and receipt by the Company of value therefor as determined by the Board.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Closing has the meaning set forth in Section 2.2.

  • Closing Warrants shall have the meaning ascribed to such term in Section 2.1(a)(ii).

  • First sale means and include the first sale or distribution of cigarettes in intrastate commerce, or the first use or consumption of cigarettes within this state.

  • Closing Shares shall have the meaning ascribed to such term in Section 2.1(a)(i).

  • Shares Acquisition Date means the first date of public announcement by the Company or an Acquiring Person that an Acquiring Person has become such.

  • Stock Purchase has the meaning set forth in the Recitals.

  • Securities Purchase Agreement means that certain securities purchase agreement, dated as of the Subscription Date, by and among the Company and the initial holders of the Notes pursuant to which the Company issued the Notes, as may be amended from time to time.

  • Sale of the Painting means the transfer of title and ownership of the Painting to an un-Affiliated third-party and receipt by the Company of value therefor as determined by the Board.

  • Common Stock Purchase Agreement means an agreement among the Investor and/or PJC, Emergent and any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer and elects to participate, substantially in the form attached hereto as Exhibit A, pursuant to which Emergent will issue and sell (a) to the Investor and/or PJC, in the aggregate, 75,000,000 Shares at a price of $0.20 per share, and (b) to any Convertible Note Holder who accepts and exchanges all of its Convertible Notes in the Convertible Note Exchange Offer that so requests, for every $1,000.00 of principal amount of Convertible Notes that it tenders into the Convertible Note Exchange Offer, 500 Shares at a price of $0.20 per share; provided, that the aggregate maximum number of Shares to be so issued and sold to the Convertible Note Holders who accept and exchange all of their Convertible Notes in the Convertible Note Exchange Offer pursuant to the Common Stock Purchase Agreement shall not exceed 40,000,000.

  • Alternate VRDP Shares Purchase Agreement means any agreement with a successor liquidity provider replacing the VRDP Shares Purchase Agreement (or any replacement therefor) upon its termination in accordance with its terms and containing a Purchase Obligation substantially similar to the Purchase Obligation therein, as determined by the Fund.