Agreement to Purchase and to Sell Sample Clauses

Agreement to Purchase and to Sell. Upon and subject to compliance with all terms and conditions of this Agreement, at Closing (hereinafter defined) Buyer agrees to purchase from Seller, and Seller agrees to sell and deliver to Buyer as herein provided, as an operating business, all right, title, and interest in and to all, but not less than all, of the tangible and intangible property, rights, and assets of Seller necessary, used, or useful for the operation of Seller's business (jointly and severally the "Property Sold"), excluding only the Excluded Property (hereinafter defined), and including the following:
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Agreement to Purchase and to Sell. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, the Purchaser shall purchase from each Seller, and each Seller shall sell and deliver to the Purchaser, the Transferred Securities it holds, free and clear of all Encumbrances, together with all rights and benefits attaching thereto at the Closing. 2.2
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Agreement to Purchase and to Sell. Upon and subject to the terms and conditions of this Agreement, and relying upon the covenants, agreements, representations, and warranties of Buyer and Sellers herein contained and each act done pursuant to and in reliance upon this Agreement, Buyer agrees to purchase from Sellers, and Sellers agree to sell to Buyer the Stock. 1.2 2 .
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Agreement to Purchase and to Sell. (a) On the terms and subject to the conditions set forth in this Agreement, at the Closing and effective as of the Closing Date, the Sellers shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase and acquire from the Sellers (i) the Transferred Shares, free and clear of any Encumbrances and (ii) all of CECA’s and Arkema Shanghai’s title and interest in, to and under the Transferred Assets, wherever located, free and clear of any Encumbrances other than Permitted Encumbrances, it being specified that the Transferred Assets (except for the Transferred Assets identified in paragraph (v) and (x) below) will be transferred by way of a sale of going concern (cession de fonds de commerce) pursuant to article L. 141-1 et seq. of the French Commercial Code.
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Agreement to Purchase and to Sell. Upon the terms and subject to the conditions set forth in this Agreement (including the Regulatory Conditions), at the Closing, the Purchaser shall purchase from each Seller, and each Seller shall sell and deliver to the Purchaser, full and valid title to all but not less than all the Transferred Securities it holds set forth opposite each Seller's name in the Security Holdings Tables, free and clear of all Encumbrances, together with all rights and benefits attaching thereto at the Closing, provided that the Purchaser shall not be required to purchase less than all of the Transferred Securities, thus allowing the Purchaser to have full and valid title, directly or indirectly, to 100% of the Company Securities immediately following the Closing.
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Agreement to Purchase and to Sell. Upon the terms and subject to the conditions set forth in this Agreement, at Closing, the Purchaser shall purchase from each Seller, and each Seller shall sell to the Purchaser, the number of Shares as set forth opposite such Seller’s name in the table appearing on Exhibit B free and clear of all Encumbrances, together with all rights and benefits now and hereafter attaching thereto, including the right to receive any dividends that could be declared in the future.
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Agreement to Purchase and to Sell. Upon and subject to (i) compliance with all terms and conditions of this agreement, and (ii) the rights of the Programmer under the Operating Agreement for Station during the Term thereof, Buyer agrees to purchase from Seller, and Seller agrees to sell, deliver, transfer, and convey to Buyer (or its nominee as to the Licenses) as an operating business all right, title, and interest in and to substantially all of the tangible and intangible property, rights, and assets of Station owned by Seller, and excluding only the Excluded Property (jointly and severally the "Property Sold").
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Agreement to Purchase and to Sell. Subject to the terms and conditions hereof, the Vendor shall sell to the Purchaser and the Purchaser shall purchase from the Vendor the Lands for the Purchases Price. Such transaction of purchase and sale shall be completed on the Closing Date in the manner herein contemplated.
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Agreement to Purchase and to Sell 
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Related to Agreement to Purchase and to Sell

  • Agreement to Purchase and Sell On the terms and subject to the conditions set forth in this Agreement, each Originator, severally and for itself, agrees to sell to the Buyer, and the Buyer agrees to purchase from such Originator, from time to time on or after the Closing Date, but before the Purchase and Sale Termination Date (as defined in Section 1.4), all of such Originator’s right, title and interest in and to:

  • Agreement to Purchase The Mortgage Loan Seller agrees to sell, assign, transfer, set over and otherwise convey to the Purchaser, without recourse, representation or warranty, other than as set forth herein, and the Purchaser agrees to purchase from the Mortgage Loan Seller, subject to the terms and conditions set forth herein, the Mortgage Loans. The purchase and sale of the Mortgage Loans shall take place on September 28, 2012 or such other date as shall be mutually acceptable to the parties hereto (the “Closing Date”). As of the Cut-off Date, the Mortgage Loans will have an aggregate principal balance, after application of all payments of principal due on the Mortgage Loans on or before such date, whether or not received, of $533,807,743, subject to a variance of plus or minus 5%. The purchase price for the Mortgage Loans shall be an amount set forth on the cross receipt between the Mortgage Loan Seller and the Purchaser dated the date hereof (which price reflects no deduction for any transaction expenses for which the Mortgage Loan Seller is responsible). The Purchaser shall pay such purchase price to the Mortgage Loan Seller on the Closing Date by wire transfer in immediately available funds or by such other method as shall be mutually acceptable to the parties hereto.

  • Agreement to Purchase and Sell Stock Subject to the terms and conditions of this Agreement, the Company agrees to sell to each of the Investors at the Closing (as defined below), and each of the Investors agrees to purchase from the Company at the Closing, the number of shares of the Company's Common Stock set forth opposite such Investor's name on the Schedule of Investors (collectively, the "Shares") at a price of $39.00 per share.

  • Amendment to Purchase Agreement The Purchase Agreement is hereby amended as follows:

  • Agreement to Sell 2.1 Vendor hereby agrees to sell to Purchaser such Products and Services as Purchaser may order from time to time by Purchase Order, all in accordance with and subject to the terms, covenants and conditions of this Agreement. Purchaser agrees to purchase those Products and Services ordered by Purchaser by Purchase Order in accordance with and subject to the terms, covenants and conditions of this Agreement.

  • Agreement to Sell and Purchase Subject to and in accordance with the terms and conditions of this Agreement, Buyer agrees to purchase the Assets from Seller, and Seller agrees to sell the Assets to Buyer.

  • Purchase and Conveyance The Seller, in exchange for the payment of the applicable Purchase Price by the Purchaser on the related Closing Date, receipt of which is hereby acknowledged, hereby sells, transfers, assigns, sets over and conveys to the Purchaser, without recourse, but subject to the terms of this Agreement, all of its rights, title and interest in and to the Mortgage Loans, including the related Mortgage Note and Mortgages, in a Mortgage Loan Package having a Stated Principal Balance in an amount as set forth in the related PPTL, or in such other amount as agreed by the Purchaser and the Seller as evidenced by the actual aggregate principal balance of the Mortgage Loan Package accepted by the Purchaser on the related Closing Date, together with the related Mortgage Files and all rights and obligations arising under the documents contained therein, on a servicing released basis. With respect to each Mortgage Loan, the Purchaser shall own and be entitled to (1) all Monthly Payments due after the related Cut-off Date, (2) all other recoveries of principal collected after the related Cut-off Date (provided, however, that the principal portion of all Monthly Payments due on or before the related Cut-off Date and collected by the Seller or any successor servicer after the related Cut-off Date shall belong to the Seller), and (3) all payments of interest on the Mortgage Loans (minus that portion of any such payment which is allocable to the period prior to the related Cut-off Date). The Stated Principal Balance of each Mortgage Loan as of the related Cut-off Date is determined after application of payments of principal due on or before the related Cut-off Date whether or not collected, together with any unscheduled Principal Prepayments collected prior to the related Cut-off Date; provided, however, that Monthly Payments for a Due Date beyond the Cut-off Date shall not be applied to reduce the principal balance. Such Monthly Payments shall be the property of the Purchaser. If the Servicing Transfer Date has not yet occurred, the Seller shall remit any such Monthly Payments to the Purchaser on the Remittance Date following collection thereof. If the Servicing Transfer Date has occurred, the Seller shall remit any such Monthly Payments to the Purchaser in accordance with the Servicing Transfer Instructions.

  • Agreement to Purchase Purchase Price Buyer acknowledges that it was the successful bidder for the Property at the Foreclosure Sale with a successful bid for the Property at the Foreclosure Sale in the amount of [ ] ($ ) (the “Purchase Price”), and agrees to purchase all of the interest in the Property from Seller in accordance with and in reliance upon the terms and conditions of this Agreement.

  • Agreement to Sell and Buy Subject to the terms and conditions set forth in this Agreement, Seller hereby agrees to transfer and deliver to Buyer on the Closing Date, and Buyer agrees to purchase, all of the Assets, free and clear of any claims, liabilities, mortgages, liens, pledges, conditions, charges, or encumbrances of any nature whatsoever (except for those permitted in accordance with Section 2.5, 3.5 or 3.6 below), more specifically described as follows:

  • Agreement to Sell and Purchase the Shares At the Closing (as defined in Section 3), the Company will sell to the Purchaser, and the Purchaser will buy from the Company, upon the terms and conditions hereinafter set forth, the number of Shares (at the purchase price) shown below:

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