Sale and Purchase of Interests. Subject to the other provisions of this Agreement, the Vendor shall sell and transfer the Interests to the Purchaser and the Purchaser shall purchase and take transfer of the Interests on the Closing Date.
Sale and Purchase of Interests. At the Closing, subject to the terms and conditions hereof, Seller shall sell, assign, transfer and convey to Buyer, and Buyer shall purchase from Seller, free and clear of any Liens, the Interests
Sale and Purchase of Interests. (a) Subject to the terms and conditions set forth herein, each Seller hereby agrees to sell, assign, transfer, convey and deliver to Purchaser, and Purchaser hereby agrees to purchase, acquire, and accept, all of each Seller's Class B Preferred Membership Interests for an aggregate purchase price of $1,228,646,317.48 plus accrued and unpaid dividends thereon from and including April 1, 2004 through but excluding the Closing Date (as defined below) (the "Purchase Price"), with each Seller receiving the portion of the aggregate Purchase Price set forth on the attached Schedule A.
Sale and Purchase of Interests. At the closing of the transaction contemplated by this Agreement (the “Closing”), the Seller shall sell, transfer and deliver to the Purchaser, and the Purchaser shall purchase, acquire and accept from the Seller, all of the Seller’s right, title and interest in and to the Interests, free and clear of all Encumbrances, on the terms and subject to the conditions set forth in this Agreement.
Sale and Purchase of Interests. Seller hereby sells and transfers to Buyer, and Buyer hereby purchases from Seller, all of Seller’s right, title and interests in its membership interests in the Company, being 100% of the Interests, in exchange for aggregate consideration in the form of two million (2,000,000) shares of common stock of the Buyer (the “Common Shares”).
Sale and Purchase of Interests. Upon the terms, and subject to the conditions set forth in this Agreement, at the Closing (as defined in Section 1.2), Seller shall sell, assign, and transfer all of Seller’s right, title, and interest in and to the Interests held by Seller to the Buyer, and the Buyer shall purchase all of Seller’s right, title, and interest in and to the Interests, free and clear of all Encumbrances.
Sale and Purchase of Interests. Upon the execution and delivery of this Agreement (the “Closing”), Xxxxxxx (i) shall and hereby does sell, transfer, assign, convey and deliver to the Company all of the Interests, free and clear of any mortgage, pledge, hypothecation, rights of others, claim, security interest, encumbrance, title defect, title retention agreement, voting trust agreement, interest, option, lien, charge or similar restrictions or limitations, including, without limitation, any restriction on the right to vote, sell or otherwise dispose of any of the Interests (collectively, “Liens”), and (ii) shall deliver, or cause to be delivered, to the Company the following items:
Sale and Purchase of Interests. Upon the terms and subject to the conditions set forth in this Agreement, at the closing of the transactions contemplated by this Agreement (the “Closing”), Seller shall transfer, convey, assign and deliver, or cause to be transferred, conveyed, assigned and delivered, to Purchaser, and Purchaser shall, and Parent shall cause Purchaser to, purchase and acquire from Seller, the Interests, free and clear of all Encumbrances, other than Encumbrances under applicable securities Laws (the “Sale”). 2.2
Sale and Purchase of Interests. Subject to the terms and conditions of this Agreement, the Buyer will purchase from the Seller, and Seller will sell and deliver to the Buyer, all of the Interests, which Interests equal 100% of the issued and outstanding ownership interests of the Company.
Sale and Purchase of Interests. At Closing, subject to the terms and conditions contained herein, Seller shall sell to Buyer, and Buyer shall purchase from Seller, the Interests. Such sale of Interests shall be made on the Closing Date, but shall be effective as of the Effective Date.
