Purchase and Sale of Rights Sample Clauses

Purchase and Sale of Rights. At the Closing (as hereinafter defined in Section 2.4), and subject to the terms and conditions set forth in this Agreement, Scorpion shall sell, transfer, convey, and assign, and Speizer shall purchase, all right, title and interest in and to the Rights.
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Purchase and Sale of Rights. Assignors and Assignee agree that the consideration for the assignment, transfer and conveyance of the entire right, title and interest in and to the (i) United States Copyrights, (ii) United States Trademarks and (iii) Know-How Rights shall be the Assignee issuing to the Assignor a certificate or certificates for shares of Common Stock in the aggregate number of shares representing ninety percent (90%) of the issued and outstanding shares of common stock, par value $1.00 per share, of Emerging Gamma Corporation, a Delaware corporation, to be calculated based on the number of shares of common stock issued and outstanding after giving effect to this transaction (the "Stock"). The issuance of the certificates for shares of Stock shall include the following legend: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, DISTRIBUTED OR OTHERWISE DISPOSED OF EXCEPT UPON RECEIPT OF AN OPINION OF COUNSEL IN FORCE FOR THE REGISTERED OWNER HEREOF, WHICH COUNSEL SHALL BE ACCEPTABLE TO THE ISSUER HEREOF, EXCEPT SUCH SALE, DISTRIBUTION OR OTHER DISPOSITION AS HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AS EXEMPT FROM THE REGISTRATION PROCEDURES HEREOF. IT IS UNLAWFUL TO CONSUMMATE A SALE OR TRANSFER OF THIS SECURITY OR ANY INTEREST THEREIN, OR TO RECEIVE ANY CONSIDERATION THEREFOR, WITHOUT COMPLIANCE WITH THE APPLICABLE BLUE SKY LAWS OF THE RESIDENCE OF THE ISSUER AND SHAREHOLDER.
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Purchase and Sale of Rights. Subject to and upon the terms and conditions of this Agreement, at the closing of the transactions contemplated by this Agreement (the "Closing"), Y2 shall sell, transfer, convey, assign and deliver to the Company, and the Company shall purchase from Y2 all of Y2's right, title and interest in the exclusive, irrevocable, worldwide, marketing, distribution and sales rights (the "Rights") of all of Y2's filters installed in licensed, gaming facilities (the "Filters"). The Rights to the Filters are covered in Y2 patent numbers 5,368,635 as filed with the United States Patent and Trademark Office ("USPTO"), and issued by the USPTO November 29, 1994; patent 5,540,761 issued by the USPTO July 30, 1996; patent 5,647,890 issued by the USPTO July 15, 1997; and patent 5,855,653 issued by the USPTO January 5, 1999.
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Purchase and Sale of Rights. Mrs. Melton hereby sells, assigns, xxxxxxxxx xnd conveys to the Company, and the Company hereby purchases from Mrs. Melton, all of Mrs. Melton's rxxxx, xxxxx and intexxxx xx xxx xo the following (the "Property"): (i) all slippers and other footwear products or components or designs thereof that have been designed, created or conceptualized by Mrs. Melton, either alone or with oxxxxx, xxxxuding all product designs, constructions, inventions, know-how and rights related thereto, (ii) all other items, products, designs and constructions created, designed or conceptualized by Mrs. Melton which have been sold or xxxxxxx xxr sale by the Company or which have been presented to the Company for possible sale by the Company, and (iii) all patents and patent rights and any other intellectual property of Mrs. Melton which relate to slipperx xx xxxxx footwear products. The Property includes, without limitation, the product designs described on Annex A to this Agreement and the patent rights described on Annex B to this Agreement. Mrs. Melton agrees that she will prxxxxx, xxxx reasonable notice, such information and assistance to the Company as may reasonably be requested by the Company in connection with the Company's use of the Property. Mrs. Melton also agrees that she wixx xxxxxxx and deliver to the Company, upon the Company's request, such further assignments and other instruments as the Company determines are desirable in order to reflect the Company's exclusive ownership rights in and to the Property and/or the transfer by Mrs. Melton of her ownership rights xx xxx Xxxperty to the Company including, without limitation, any and all patent assignment documents prescribed by the federal government.
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Purchase and Sale of Rights. 2.1Purpose, Objects of Purchase and Sale As of the date of discharge of the full Purchase Price DKSHI hereby sells, transfers and assigns, and CMS hereby purchases and assumes any and all rights regarding the Products (in finished and semi-finished form), including the exclusive right and title to develop, manufacture, register, apply for registration, import, market, distribute, sell or otherwise use and/or exploit the Products to the extent and in the Tterritories as set out hereinafter below (hereinafter referred to as the "Purchased AsseRights"). The Purchased RightsPurchased Assets shall include and Seller hereby sells, transfers and assigns to CMS, and CMS hereby purchases and assumes from Seller the following asseobjects: all Trademarks regarding the Products in the Territory as listed in detail in Annex 5; and all Registrations regarding the Products in the Territory and all rights, benefits or other interests obtained based on such Registrations in the respective Territories as listed in detail in Annex 6; and as regards the pharmaceutical product Combizym: any and all rights to directly or indirectly exclusively manufacture, have manufactured, import, market, distribute and sell the pharmaceutical product Combizym in CMS’ own name, or through any of its Affiliates or any subcontractor or licensee of CMS, as the case may be, in the Combizym Territory; and. as regards the pharmaceutical product Hirudoid: (a) any and all rights to directly or indirectly exclusively manufacture, have manu­factured, import, market, distribute and sell the pharmaceutical product Hirudoid (including the right to develop any line extensions, if any) in CMS’ own name, or through any of its Affiliates or any subcontractor or licensee of CMS, as the case may be, in the Core Territory; (b) any and all rights to import, market, distribute and sell the pharmaceutical product Hirudoid in CMS’ own name, or through any of its Affiliates or any subcontractor or licensee of CMS, as the case may be, in the Hirudoid Territory; and .all Books and Records, Commercial Information and Medical Information related to the Products as listed in Annex 8 and Annex 9. If and where Purchased RightsPurchased Assets are held by Affiliates or contractors of DKSHI or by third parties on behalf of DKSHI, DKSHI shall cause such Affiliates, contractors or third parties, as the case may be, to legally validly transfer and assign the respective Purchased RightsPurchased Assets to CMS, or its Affiliates, ...
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Purchase and Sale of Rights 
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Related to Purchase and Sale of Rights

  • Purchase and Sale of Shares 2.1.1. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer and deliver to Buyer, free and clear of all Liens (other than Liens under the Securities Act and any other applicable state or foreign securities Laws), and Buyer shall purchase from Seller, all right, title and interest in and to the Shares.

  • Purchase and Sale of Stock Purchaser hereby agrees to purchase from the Company, and the Company hereby agrees to sell to Purchaser, an aggregate of 37,500 shares of the Common Stock of the Company (the "Stock") at $0.01 per share, for an aggregate purchase price of $375.00, payable in cash. The closing hereunder, including payment for and delivery of the Stock, shall occur at the offices of the Company immediately following the execution of this Agreement, or at such other time and place as the parties may mutually agree (the "Closing").

  • Purchase and Sale of Units The Purchaser hereby subscribes for and purchases from the Company, and the Company hereby issues and sells to the Purchaser, 20,000 units (the “Initial Units”) at a purchase price of approximately $.004348 per Initial Unit for an aggregate purchase price of $86.84. Each Initial Unit consists of one share of Common Stock and one warrant (an “Initial Warrant”) to purchase one additional share of Common Stock for $7.00 in accordance with the terms of the Warrant Agreement to be entered into by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, which shall be substantially in the form attached hereto as Exhibit A (the “Warrant Agreement”). The Initial Units, together with the underlying Common Stock and the Initial Warrants, are referred to herein as the “Securities.”

  • Purchase and Sale of Note Subject to the terms and conditions of this Agreement, the Seller hereby agrees to issue to the Purchaser and the Purchaser hereby agrees to acquire from the Seller a certain Convertible Promissory Note (“Note”) in the aggregate principal amount of Fifty Thousand Dollars ($50,000), a copy of which is attached hereto as Exhibit “A”.

  • Purchase and Sale of the Units Subject to the terms and conditions of this Agreement, on the Closing Date, each Investor shall purchase, and the Company shall sell and issue to each Investor, the number of Units set forth opposite the Investor’s name on the signature page attached hereto at a price per Unit equal to the Per Unit Purchase Price.

  • Purchase and Sale of Shares Closing 2.01. Purchase and Sale of the Shares........................................................................... 10 2.02.

  • Purchase and Sale of Notes Subject to the terms and conditions of this Agreement, the Company will issue and sell to each Purchaser and each Purchaser will purchase from the Company, at the Closing provided for in Section 3, Notes in the principal amount specified opposite such Purchaser’s name in Schedule A at the purchase price of 100% of the principal amount thereof. The Purchasers’ obligations hereunder are several and not joint obligations and no Purchaser shall have any liability to any Person for the performance or non-performance of any obligation by any other Purchaser hereunder.

  • Purchase and Sale of Common Shares (a) Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties set forth in Schedule B to this Agreement, the Purchaser hereby agrees to purchase from the Company and the Company hereby agrees to sell to the Purchaser, on the Closing Date, 104,500,000 Common Shares (the “Purchased Shares”) at a price of $48.60 per Purchased Share for an aggregate purchase price of $5,078,700,000 (the “Share Purchase Price”).

  • Purchase and Sale of the Shares Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller shall sell to the Purchaser, and the Purchaser shall purchase from the Seller, the Shares.

  • Purchase and Sale of the Assets (a) Purchase and Sale of the Assets. Subject to the terms and conditions of this Agreement and on the basis of the representations, warranties, covenants and agreements herein contained:

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