Common use of Sale and Purchase of the Shares Clause in Contracts

Sale and Purchase of the Shares. Upon and subject to the terms and provisions of this Agreement, the Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at the Closing, all of the Shares, free and clear of all Liens.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Dynamics Research Corp), Stock Purchase Agreement (Dynamics Research Corp)

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Sale and Purchase of the Shares. Upon and subject Subject to the terms and provisions conditions of this AgreementAgreement and on the basis of and in reliance upon the representations, warranties, covenants and agreements set forth herein, at the Closing the Seller shall sell to the Buyer and the Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at the Closing, Seller all of the Shares, free and clear of all Liens.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Nutri System Inc /De/)

Sale and Purchase of the Shares. Upon Subject to and subject to in accordance with the terms and provisions of conditions set forth in this Agreement, at the Buyer shall purchase and accept delivery from the Sellers, and Closing each of the Sellers shall sell, assignconvey, transfer, assign and deliver to the Buyer, at and the ClosingBuyer shall purchase and acquire from each Seller, all of such Seller’s right, title and interest in and to the Shares, free and clear of all Liens.Shares set forth opposite such Seller’s name on Exhibit C.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mattress Firm Holding Corp.)

Sale and Purchase of the Shares. Upon On and subject to the terms and provisions conditions of this Agreement, the Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at the Closing, all of the Seller shall sell, convey, assign, transfer and deliver to the Purchaser and the Purchaser shall purchase, acquire and accept from the Seller, the Shares, free and clear of all Liens, other than Permitted Liens.

Appears in 1 contract

Samples: Asset Purchase Agreement (Arch Capital Group Ltd.)

Sale and Purchase of the Shares. Upon (a) On the terms and subject to the terms and provisions conditions of this Agreement, on the Buyer shall purchase and accept delivery from Closing Date, the Sellers, and the Sellers Seller shall sell, transfer, assign, transfer, convey and deliver to the Buyer, at and the ClosingBuyer shall purchase from the Seller, all of the Shares, Shares free and clear of from all LiensEncumbrances together with all rights and benefits attaching or accruing to such Shares at Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Exide Corp)

Sale and Purchase of the Shares. Upon the terms and subject to the terms conditions set forth herein and provisions on the basis of this Agreementthe representations, the Buyer shall purchase warranties, covenants and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyeragreements contained herein, at the Closing, all each of the SharesSellers shall sell to the Buyer, and the Buyer will purchase from each Seller, the Shares owned by such Seller, free and clear of all any Liens.

Appears in 1 contract

Samples: Stock Purchase Agreement (Heritage Insurance Holdings, Inc.)

Sale and Purchase of the Shares. 2.1 Upon the terms and subject to the terms and provisions of conditions set out in this Agreement, the Sellers shall sell and transfer the Shares to the Buyer and the Buyer shall purchase and accept delivery receive the Shares from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at on the Closing, all of the Shares, free and clear of all Liens.

Appears in 1 contract

Samples: Share Purchase Agreement (NaaS Technology Inc.)

Sale and Purchase of the Shares. Upon and subject to the terms and provisions of this Agreement, the Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at on the ClosingClosing Date, all of the Shares, free and clear of all LiensLiens other than those imposed by applicable securities laws.

Appears in 1 contract

Samples: Stock Purchase Agreement (NCI, Inc.)

Sale and Purchase of the Shares. Upon On and subject to the terms and provisions conditions of this Agreement, at the Buyer shall purchase and accept delivery from the SellersClosing, and the Sellers shall sell, convey, assign, transfer, transfer and deliver to the BuyerPurchaser, at and the ClosingPurchaser shall purchase, acquire and accept from Sellers, all of the issued and outstanding Shares, free and clear of all Liens.

Appears in 1 contract

Samples: Stock Purchase Agreement (Arch Capital Group Ltd.)

Sale and Purchase of the Shares. Upon and subject Subject to the terms and provisions of conditions contained in this Agreement, the Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at the Closing, the Sellers shall, in exchange for the Purchase Price, sell to Buyer all of their right, title and interest in and to the Shares, free and clear of all Liens, and Buyer shall purchase the Shares from the Sellers.

Appears in 1 contract

Samples: Stock Purchase Agreement (Concord Communications Inc)

Sale and Purchase of the Shares. Upon and subject Subject to the terms and provisions conditions of this Agreement, at the Buyer shall purchase and accept delivery from the SellersClosing, and the Sellers Seller shall sell, assign, transfer, transfer and deliver to the Buyer, at the Closingand Buyer shall purchase and take delivery of, all of the SharesShares held by Seller, free and clear of any and all LiensEncumbrances (other than restrictions under applicable securities laws or Encumbrances resulting from actions taken by or on behalf of Buyer).

Appears in 1 contract

Samples: Stock Purchase Agreement (Patheon N.V.)

Sale and Purchase of the Shares. Upon and subject Subject to the terms and provisions conditions of this Agreement, at the Buyer shall purchase and accept delivery from the Sellers"Closing" (as defined herein), and the Sellers Shareholder shall sell, assign, transfer, convey and deliver to the Buyer, at the Closingand Buyer shall purchase and accept from Shareholder, all of the Shares, free in the manner and clear of all Liensfor the consideration set forth in this Article .

Appears in 1 contract

Samples: Stock Purchase Agreement (Osage Systems Group Inc)

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Sale and Purchase of the Shares. Upon and subject Subject to the terms and provisions conditions of this Agreement, at the Buyer shall purchase and accept delivery from the SellersClosing, and the Sellers Seller shall sell, assign, transfer, transfer and deliver to the Buyer, at the Closingand Buyer shall purchase and take delivery of, all of the Shares, free and clear of all LiensEncumbrances.

Appears in 1 contract

Samples: Stock Purchase Agreement (Patheon Inc)

Sale and Purchase of the Shares. Upon and subject Subject to the terms and provisions of conditions set forth in this Agreement, as of the Closing Date, Seller shall sell, transfer and convey to Buyer, and Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at the ClosingSeller, all of the Shares, Shares free and clear of all Liens.

Appears in 1 contract

Samples: Stock Purchase Agreement (Scope Industries)

Sale and Purchase of the Shares. Upon Subject to and subject to in accordance with the terms and provisions conditions of this Agreement, the Buyer Seller hereby agrees to sell, and at Closing shall purchase sell and accept delivery from the Sellerstransfer, and the Sellers shall sell, assign, transferBuyer hereby agrees to purchase, and deliver to at Closing shall acquire from the BuyerSeller, at the Closing, all of the Shares, free and clear of all any Liens.

Appears in 1 contract

Samples: Share Purchase Agreement (Maxwell Technologies Inc)

Sale and Purchase of the Shares. Upon the terms and subject to the terms and provisions of conditions set forth in this Agreement, the Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at the Closing, all of Seller agrees to sell, convey, assign, transfer and deliver to Buyer, and Buyer agrees to purchase and accept from Seller, the Shares, free and clear of all Liens.

Appears in 1 contract

Samples: Stock Purchase Agreement (Kraton Performance Polymers, Inc.)

Sale and Purchase of the Shares. Upon On the terms and subject to the terms and provisions of conditions contained in this Agreement, the Buyer shall purchase and accept delivery from the Sellers, and the Sellers shall sell, assign, transfer, and deliver to the Buyer, at the Closing, Sellers shall sell to Purchaser, and Purchaser shall purchase from Sellers, all of Sellers’ right, title, and interest in and to the Shares, free and clear of all Liensany Lien (other than restrictions on transfer imposed under applicable securities Laws), in exchange for the Consideration, as it may be adjusted pursuant to ARTICLE II.

Appears in 1 contract

Samples: Stock Purchase Agreement (Proficient Auto Logistics, Inc)

Sale and Purchase of the Shares. Upon (a) On the terms and subject to the terms and provisions of conditions set forth in this Agreement, at the Buyer shall purchase and accept delivery from the SellersClosing referred to in Section 2.1 hereof, and the Sellers shall sell, convey, assign, transfer, transfer and deliver to the Buyer, at the Closingand Buyer shall purchase, all of acquire and accept delivery of, the Shares, free and clear of any and all Liens.

Appears in 1 contract

Samples: Stock Purchase Agreement (Forward Air Corp)

Sale and Purchase of the Shares. Upon and subject to In accordance with the terms and provisions of this Agreement, at the Buyer shall purchase Closing, the Seller will sell and accept delivery from transfer to the SellersPurchaser, and the Sellers shall sell, assign, transfer, Purchaser will purchase and deliver to acquire from the Buyer, at the ClosingSeller, all of the Shares, free and clear of all Liens.as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Radioshack Corp)

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