Purchase and Sale of Shares Sample Clauses

Purchase and Sale of Shares. (a) Subject to (i) the terms and conditions hereinafter set forth and in reliance on the representations and warranties contained herein, and (ii) the Company's receipt of any and all necessary consents, authorizations and approvals of the transactions contemplated by this Agreement, the Company hereby agrees to issue and sell to the Stockholder and the Stockholder hereby agrees to purchase from the Company, on the date hereof 195,993 shares of Class B Common Stock (the "Purchased Shares"), which will be evidenced by stock certificate number B23. The aggregate purchase price paid by the Stockholder for the Shares will be $587,979 (the "Purchase Price"). On the date hereof (A) the full amount of the Purchase Price will be paid to the Company by delivery of the Stockholder's promissory note to the Company in the aggregate principal amount of the Purchase Price and in the form of Exhibit B hereto (the "Note"), (B) the Company shall deliver to the Stockholder a certificate or certificates representing the Purchased Shares (each such certificate to bear the legends set forth in Section 6 hereof) and (C) the Stockholder will deliver to and pledge the Purchased Shares to the Company pursuant to the terms of the Note, together with stock powers or other appropriate instruments of assignment thereof duly executed in blank by the Stockholder. (b) The Company represents and warrants that, after giving effect to the purchase and sale effected hereby and all other agreements to purchase capital stock and securities of the Company as of the date hereof, (i) the authorized capital of the Company consists of (A) 36,485 shares of Series A Preferred Stock, 36,485 shares of which are issued and outstanding on the date hereof, (B) 30,000,000 shares of Class A Common Stock, no shares of which are issued and outstanding on the date hereof, (C) 25,000,000 shares of Class B Common Stock, 13,916,986 shares of which are issued and outstanding on the date hereof, and (D) 10,000,000 shares of Class C Common Stock, 4,300,001 shares of which are issued and outstanding on the date hereof, (ii) all such outstanding capital stock (other than the Shares) is owned as set forth on Schedule 1 hereto and is validly issued and outstanding, fully paid and non-assessable and (iii) there are no commitments for the purchase or sale of, and no options, warrants or other rights to subscribe for or purchase, any securities of the Company other than as set forth on Schedule 1 hereto.

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 Shares. The Seller agrees to sell and transfer to the Buyer, and the Buyer agrees to purchase from the Seller for the Purchase Price and in accordance with and subject to the terms and conditions set forth in this Agreement, the Shares which in turn shall result in the Buyer indirectly owning the Vessel.

Purchase and Sale of Shares. Subject to the terms and conditions of this Agreement, Purchaser agrees to purchase at the Closing and the Seller agrees to sell to Purchaser at the Closing, 31,390,000 of Seller’s Shares for a total price of Sixty-Nine Thousand Nine Hundred Ninety Dollars and No Cents ($69,990.00) (the “Purchase Price”).

Purchase and Sale of Shares. Subject to the terms and conditions of this Agreement, at the Closing, the Sellers, jointly and severally, agree to sell, assign and convey the Shares to Buyer, and Buyer agrees to purchase, acquire and accept the Shares from the Sellers.

Purchase and Sale of Shares. Subject to the terms and conditions hereof and in reliance upon the representations and warranties of the parties contained or incorporated by reference herein, simultaneous with the execution hereof, the Company shall sell and deliver to Buyer, and Buyer shall purchase from the Company, the Shares, in consideration of the payment of the Purchase Price noted herein.

Purchase and Sale of Shares. Subject to the terms and conditions set forth herein, at the Closing, Seller will sell, assign and deliver or cause to be sold, assigned and delivered to Purchaser, and Purchaser will buy and accept all right, title and interest in and to, the Capital Stock, free and clear of all preemptive rights, liens, claims and encumbrances (the "Acquisition").

Purchase and Sale of Shares. At the Closing (as defined in Section 2.1), on the terms and subject to the conditions set forth in this Agreement, Sellers shall sell and deliver to Purchaser, and Purchaser shall purchase the Shares from Sellers.

Purchase and Sale of Shares. Subject to the terms and conditions of this Agreement, on the Closing Date (as hereinafter defined) the Selling Shareholder shall sell the Shares to Purchaser, and Purchaser shall purchase the Shares from the Selling Shareholder.