PURCHASE OR SALE Sample Clauses

PURCHASE OR SALE. During the term of this Agreement and at such times as mutually agreed by the Parties, the Counterparty or CoinX may submit a Purchase or Sale to CoinX or the Counterparty via the CoinX’s designated portal and the party receiving the Purchase or Sale shall have the time denoted in the portal but not more than ten minutes from initiation of the Purchase or Sale (the “Review Period”) to confirm such Purchase or Sale via the CoinX portal after which Review Period such Purchase or Sale shall be deemed to be rejected and expired.
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PURCHASE OR SALE. The parties agree that at any time the City has the right (including the right of first refusal) to purchase the County’s undivided one-half interest in the Property for an amount that is equal to one-half of the then current fair market value of the Property less the then current fair market value of the improvements made to the Property after the date of this Agreement; however, should the City elect to exercise the right to purchase the County’s undivided one-half interest in the Property, the City agrees that it will not transfer or sell the Property to a third party within 24 months of purchase of the County’s undivided one-half interest. The parties further agree that upon the conclusion of the Initial Term, the County may at any time thereafter require the City to purchase the County’s undivided one-half interest in the Property using the valuation methodology set forth in the preceding sentence. If the City and the County mutually agree to sell the Property to a third party, the parties agree to equally share the proceeds of the sale (after paying the costs of selling the Property).
PURCHASE OR SALE. In any other transaction for the purchase or sale of a Property where Representative is unable to obtain its Commission in accordance with SUBSECTION 4 (a) above, Client shall pay to Representative a Commission equal to the following percentages of the final negotiated purchase price of the Property which shall not include any administrative, closing, insurance or professional costs associated with the transaction (the "Purchase Price"): six percent (6%) of the Purchase Price up to $1,000,000; four percent (4%) of the portion between $1,000,000 and $2,000,000; and two percent (2%) for that portion of the Purchase Price above $2,000,000 (the "Standard REIT Commission Rate"). Provided, in any situation in which Representative is acting as Client's purchaser representative and the commission payable to Representatives from any cooperating seller's broker is less than one half (1/2) of the amount that Representative would receive if the Standard REIT Commission Rate had applied, then Client shall at closing pay Representative the difference between such amounts.
PURCHASE OR SALE. Subject to the terms and conditions hereinafter set forth, at the closing of the transaction which is the subject of this Agreement, the Seller shall sell, convey, transfer and deliver to the Purchaser certificates representing such Stock, and the Purchaser shall purchase from the Seller the Stock in consideration of the Purchase Price set forth in this Agreement. The Certificates representing the Stock shall be duly registered in the name of the purchaser. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended or applicable state securities laws. The securities have been acquired for investment and not with a view toward resale and may not be offered for sale, sold, sold, transferred, or assigned in the absence of an effective registration statement for the securities under the Securities Act Of 1933, as amended or applicable state securities laws, unless the company has received an opinion of counsel which is satisfactory to the company, to the effect that such registrations are not required.
PURCHASE OR SALE. Subject to the terms and conditions hereinafter set forth, the Seller shall sell, convey, transfer and deliver to the Purchaser certificates representing such Shares, and the Purchaser shall purchase from the Seller the Shares in consideration of the terms set forth in this Agreement. Upon execution of this Agreement the Seller shall immediately order the preparation and deliver to the Buyer the above referenced Shares in certificate form.
PURCHASE OR SALE. Subject to the terms and conditions hereinafter set forth, the Seller hereby sells, conveys, transfers and delivers to the Purchaser the Shares, and the Purchaser hereby purchases from the Seller the Shares in consideration of the Purchase Price set forth in this Agreement. Upon receipt of the Purchase Price from the Buyer via wire or cashier’s check, the Seller shall immediately order the preparation and deliver to the Buyer the above referenced Shares in certificate form. The Purchase Price is to be paid against delivery of the Shares by Seller in proper form as follows: (a) with respect to the Shares held in certificate form, the Seller must deliver (in accordance with delivery instructions provided by the Purchaser) certificates representing such shares, properly endorsed for transfer to the Purchaser and with appropriate medallion signature guarantees, and (b) with respect to the Shares held in uncertificated form, if any, the Seller must deliver a notification and/or stock power (with appropriate medallion signature guarantees) from the registered owner of such shares that it holds such shares for the Purchaser, and which directs the Corporation’s transfer agent that the transfer of such shares be effected. The Seller or his settlement agents must make the deliveries contemplated by this section not later than February 7, 2020.
PURCHASE OR SALE 
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Related to PURCHASE OR SALE

  • Repurchase or Substitution (a) The Seller hereby agrees to repurchase any Mortgage Loan (i) for which any document is not delivered, as provided in paragraph 3 above, (ii) which is found by the Trustee or the Custodian to be defective in any material respect, as provided in the Pooling and Servicing Agreement, or (iii) which is discovered at any time not to be in conformance with the representations and warranties referred to in paragraph 4 above and which document relating thereto the Seller does not deliver or which defect or breach the Seller does not cure (as provided in paragraph 4 above) within 60 days after the date of notice thereof from the Trustee or the Company, at a price equal to the Repurchase Price. In addition, the Seller hereby agrees to reimburse the Company for any Reimbursement Amount. Alternatively, the Seller hereby agrees, if so requested by the Company to substitute for any such Mortgage Loan, a new mortgage loan having characteristics such that the representations and warranties referred to in paragraph 4 above would not have been incorrect (except for representations and warranties as to the correctness of the Mortgage Loan Schedule) had such substitute mortgage loan originally been a Mortgage Loan. The Seller further agrees that a substituted mortgage loan will have (i) an unpaid principal balance no greater than the Scheduled Principal Balance of the Mortgage Loan for which it is substituted (after giving effect to the scheduled principal payment due in the month of substitution on the Mortgage Loan for which such mortgage loan is substituted) and (ii) a Net Mortgage Interest Rate equal to and a Loan-to-Value Ratio no greater than that of the Mortgage Loan for which it is substituted. The Seller shall remit to the Company, in cash, the difference between the unpaid principal balance of the Mortgage Loan to be substituted and the unpaid principal balance of the substitute mortgage loan.

  • Reclassification, Exchange or Substitution Upon any reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. Such an event shall include any automatic conversion of the outstanding or issuable securities of the Company of the same class or series as the Shares to common stock pursuant to the terms of the Company's Articles of Incorporation upon the closing of a registered public offering of the Company's common stock. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

  • Partial Exercise or Transfer Subject to the restrictions in Section 3 hereof, this Purchase Warrant may be exercised or assigned in whole or in part. In the event of the exercise or assignment hereof in part only, upon surrender of this Purchase Warrant for cancellation, together with the duly executed exercise or assignment form and funds sufficient to pay any Exercise Price and/or transfer tax if exercised pursuant to Section 2.1 hereto, the Company shall cause to be delivered to the Holder without charge a new Purchase Warrant of like tenor to this Purchase Warrant in the name of the Holder evidencing the right of the Holder to purchase the number of Shares purchasable hereunder as to which this Purchase Warrant has not been exercised or assigned.

  • Termination Upon Repurchase or Liquidation of All Mortgage Loans.............................................. SECTION 9.02

  • Purchase The Purchase Price for each one one-hundredth of a Preferred Share pursuant to the exercise of a Right shall be initially $40.00, shall be subject to adjustment from time to time as provided in Sections 11, 13 and 26 and shall be payable in lawful money of the United States of America in accordance with Section 7.3.

  • Transfer or Sale The Investor understands that (i) the Securities may not be offered for sale, sold, assigned or transferred unless (A) registered pursuant to the Securities Act or (B) an exemption exists permitting such Securities to be sold, assigned or transferred without such registration; (ii) any sale of the Securities made in reliance on Rule 144 may be made only in accordance with the terms of Rule 144 and further, if Rule 144 is not applicable, any resale of the Securities under circumstances in which the seller (or the Person through whom the sale is made) may be deemed to be an underwriter (as that term is defined in the Securities Act) may require compliance with some other exemption under the Securities Act or the rules and regulations of the SEC thereunder.

  • CONDITIONS PRECEDENT TO PURCHASE OR SUBSTITUTION Any purchase or substitution of Loans pursuant to these Master Terms is subject to the following conditions precedent being satisfied (and SLM ECFC, by accepting payment, shall be deemed to have certified that all such conditions are satisfied on the date of such purchase):

  • Repurchase, Purchase or Substitution of Mortgage Loans (a) With respect to any Mortgage Loan repurchased by the Depositor pursuant to this Agreement, by Xxxxxx Holdings pursuant to the Mortgage Loan Sale Agreement or by any Transferor pursuant to the applicable Transfer Agreement, the principal portion of the funds received by the Trustee in respect of such repurchase of a Mortgage Loan will be considered a Principal Prepayment and shall be deposited in the Collection Account. The Trustee, upon receipt of the full amount of the Purchase Price for a Deleted Mortgage Loan, or upon its receipt of notification from the applicable Custodian that it has received the Mortgage File for a Qualifying Substitute Mortgage Loan substituted for a Deleted Mortgage Loan (and any applicable Substitution Amount), shall release or cause to be released and reassigned to the Depositor, Xxxxxx Holdings or the applicable Transferor, as applicable, the related Mortgage File for the Deleted Mortgage Loan and shall execute and deliver such instruments of transfer or assignment, in each case without recourse, representation or warranty, as shall be necessary to vest in such party or its designee or assignee title to any Deleted Mortgage Loan released pursuant hereto, free and clear of all security interests, liens and other encumbrances created by this Agreement, which instruments shall be prepared by the applicable Servicer or the Trustee (or its custodian), and the Trustee shall have no further responsibility with respect to the Mortgage File relating to such Deleted Mortgage Loan. The Seller indemnifies and holds the Trust Fund, the Trustee, the Depositor and each Certificateholder harmless against any and all taxes, claims, losses, penalties, fines, forfeitures, reasonable legal fees and related costs, judgments, and any other costs, fees and expenses that the Trust Fund, the Trustee, the Depositor and any Certificateholder may sustain in connection with any actions of the Seller relating to a repurchase of a Mortgage Loan other than in compliance with the terms of this Section 2.05 and the Mortgage Loan Sale Agreement, to the extent that any such action causes (i) any federal or state tax to be imposed on the Trust Fund, including without limitation, any federal tax imposed on “prohibited transactions” under Section 860F(2) of the Code, or (ii) any REMIC created hereunder to fail to qualify as a REMIC at any time that any Certificate is outstanding.

  • Purchase, Sale and Delivery of Shares (a) On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell the Firm Shares to the several Underwriters, and the several Underwriters agree, severally and not jointly, to purchase the Firm Shares set forth opposite the names of the Underwriters in Schedule I hereto. The purchase price for each Firm Share shall be $[ ] per share.

  • Purchases Without the prior written consent of Lender, no materials, machinery, equipment, fixtures or any other part of the Repairs or Capital Replacements will be purchased or installed under conditional sale contracts or lease agreements, or any other arrangement wherein title to such Repairs or Capital Replacements is retained or subjected to a purchase money security interest, or the right is reserved or accrues to anyone to remove or repossess any such Repairs or Capital Replacements, or to consider them as personal property.

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