Agreement to Purchase and Sell Clause Samples

Agreement to Purchase and Sell. Subject to the terms and conditions of this Agreement, simultaneous with the execution and delivery of this Agreement, Seller shall sell, assign, transfer, convey, and deliver to Purchaser, and Purchaser shall accept and purchase, the Shares and any and all rights in the Shares to which Seller is entitled, and by doing so Seller shall be deemed to have assigned all of his rights, titles and interest in and to the Shares to Purchaser. Such sale of the Shares shall be evidenced by stock certificates, duly endorsed in blank or accompanied by stock powers duly executed in blank or other instruments of transfer in form and substance reasonably satisfactory to the transfer agent of the Company.

Agreement to Purchase and Sell. (a) Each Receivable that existed as of the Business Day prior to the date of this Agreement (the "Existing Receivables") was sold to the Buyer pursuant to -------------------- the Original Purchase Agreement. On the terms and conditions hereinafter set forth, and in consideration of the Purchase Price, COMPUCOM agrees to sell to the Buyer, and the Buyer agrees to purchase from COMPUCOM, at the times set forth in Section 1.2, but prior to the Sale Termination Date, all of COMPUCOM's ----------- right, title, and interest in and to: (i) each Receivable (other than Contributed Receivables) created or originated by COMPUCOM from the close of COMPUCOM's business on the Business Day prior to the date of this Agreement to and including the Sale Termination Date; (ii) all rights to, but not the obligations under, all related Contracts and all Related Security with respect thereto; (iii) all monies due or to become due with respect to the foregoing; and (iv) all Collections in respect of, and other proceeds of, Receivables or any other of the foregoing (as defined in the UCC) including, without limitation, all funds which either are received by COMPUCOM, the Buyer or the Servicer from or on behalf of the Obligors in payment of any amounts owed (including, without limitation, finance charges, interest and all other charges) in respect of Receivables, or are applied to such amounts owed by the Obligors (including, without limitation, insurance payments, if any, that COMPUCOM or the Servicer (if other than COMPUCOM) applies in the ordinary course of its business to amounts owed in respect of any Receivable and net proceeds of sale or other disposition of goods or other collateral or property of the Obligors or any other party directly or indirectly liable for payment of such Receivable and available to be applied thereon, excluding, however, proceeds of returned inventory). All purchases and capital contributions hereunder shall be made without recourse, but shall be made pursuant to and in reliance upon the representations, warranties and covenants of COMPUCOM, in its capacity as seller, set forth in each Transaction Document. The proceeds and rights described in subsections (ii), (iii) and (iv) of this Section 1.1(a) are herein ---------------- ----- ---- -------------- collectively called the "Related Rights". --------------

Agreement to Purchase and Sell. Subject to the terms and conditions of this Agreement, Sellers agree to sell to Buyer and Buyer agrees to purchase from Sellers, the Purchased Assets, free and clear of all Liens.

Agreement to Purchase and Sell. Subject to the terms and conditions set forth in this Agreement, at Closing Buyer shall purchase and Seller shall sell, transfer, assign, convey and deliver the Assets to Buyer.

Agreement to Purchase and Sell. Subject to the terms and conditions of this Agreement, Seller agrees to sell and convey to Buyer and Buyer agrees to purchase and pay for the Assets and to assume the Assumed Obligations.

Agreement to Purchase and Sell. SELLER agrees to sell, and ▇▇▇▇▇▇▇▇▇ agrees to purchase, all of SELLER’s right, title and interest in and to the Property on the terms and subject to the conditions described in this Agreement.

Agreement to Purchase and Sell. Upon the terms and subject to the conditions of this Agreement and in reliance upon the representations and warranties contained herein, Seller agrees to sell, convey, transfer, assign and deliver to Purchaser the Transferred Assets, and Purchaser agrees to purchase from Seller, the Transferred Assets.

Agreement to Purchase and Sell. ‌ Subject to the terms and conditions of this Agreement, on the Closing Date the Shareholders will sell, assign and transfer to the Purchaser, and the Purchaser will purchase from the Shareholders, all issued and outstanding Company Shares, free and clear of all Encumbrances (collectively, the “Purchased Shares”).

Agreement to Purchase and Sell. Subject to the terms and conditions of this Agreement, Seller hereby agrees to grant, sell, assign, transfer, convey and deliver all right, title and interest in and to the Purchased Assets, free and clear of any liens, title claims, Encumbrances or Security Interests (except as otherwise specifically permitted pursuant to the provisions of this Agreement), and Buyer hereby agrees to buy and acquire the Purchased Assets from Seller, and to assume the Assumed Liabilities upon the terms and conditions set forth in this Agreement.