Sale and Transfer of the Sale Shares Sample Clauses

Sale and Transfer of the Sale Shares. At the Closing (as hereinafter defined) and subject to the terms and conditions of this Agreement, the Sellers shall sell, convey and deliver to the Buyer, and the Buyer, shall purchase and accept from the Sellers, the Sale Shares for the purchase price specified in Section 2 below.
Sample 1
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Sale and Transfer of the Sale Shares. Upon the terms and conditions set forth in this Agreement, each Seller hereby and with economic effect as of the Locked Box Date (as defined below) sells (verkaufen) and, in each case subject to the fulfillment of the Transfer Conditions set forth in Section 3.4, transfers to Purchaser 1 the Sale Shares as follows and Purchaser 1 hereby accepts this sale and transfer of the Sale Shares: Seller 1 sells and transfers to Purchaser 1 the Sale Shares with the numbers 1 - 23,370 (Class A Shares), 30,001 – 30,500 (Class B1 Shares) and 30,501 – 31,000 (Class B2 Shares). Seller 2 sells and transfers to Purchaser 1 the Sale Shares with the numbers 23,371 – 30,000 (Class A Shares).
Sample 1
Sale and Transfer of the Sale Shares. 1.1 The Seller agrees to sell to MLI and MLI agrees to buy from the Seller, the Sale Shares, together with all rights attaching thereto, at the Closing Time (as defined in Clause 6) at a purchase price of [Insert Purchase Price] per Sale Share (the "Purchase Price"), pursuant to the terms and conditions of this Deed and in reliance on the representations and warranties set out below. Such sale and purchase is referred to herein as the "Block Xxxxx".
Sample 1
Sale and Transfer of the Sale Shares. 2.1. In consideration of the Purchase Price as set forth in Article 3, the receipt and sufficiency of which is hereby acknowledged, the Seller transfers all of its right, title and interest in and to the Sale Shares to the Purchaser and consequently, the Purchaser becomes as of the date hereof the exclusive owner of the Sale Shares with all rights attaching to them or resulting from them, free from all Encumbrances whatsoever (the “Sale”).
Sample 1
Sale and Transfer of the Sale Shares. Pursuant to the terms and subject to the conditions of the Framework Agreement, C&G (HK) shall sell and transfer to the Purchaser, and the Purchaser shall purchase the Sale Shares, free from all encumbrances, and with all rights and advantages attaching thereto as at the date of completion (“Completion Date”) of the Framework Agreement (“Completion”).
Sample 1

Related to Sale and Transfer of the Sale Shares

  • Sale and Transfer of Shares (a) Subject to the terms and conditions of this Agreement, at the Closing, Sellers will sell and transfer the Shares to Buyer, and Buyer will purchase the Shares from Sellers free and clear of all Encumbrances.

  • Sale and Transfer of Shares Closing Subject to the terms and conditions of this Agreement, at the Closing, the following will occur:

  • Transfer of the Shares Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, the Shareholder shall not: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of such Shareholder's obligations hereunder or the transactions contemplated hereby.

  • Sale and Transfer of Assets Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, convey, transfer, assign and deliver to Buyer (or a wholly-owned subsidiary of Buyer), and Buyer agrees to purchase from Seller, all the assets, properties, and business of Seller used in the Business of every kind, character, and description, whether tangible, intangible, real, personal, or mixed, and wherever located, all of which are collectively referred to herein as the “Purchased Assets", including but not limited to, the following:

  • SALE AND PURCHASE OF THE SALE SHARES 2.1 On and subject to the provisions of this Agreement, at Completion the Seller shall sell, and the Purchaser shall purchase, the Sale Shares free and clear from all Encumbrances, together with all rights attaching to them as at Completion, including any right to receive dividends, distributions or any return of capital declared, made or paid with effect from Completion.

  • Sale and Transfer of Assets Closing 2.1 Assets to be Sold Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, convey, assign, transfer and deliver to Buyer, and Buyer shall purchase and acquire from Seller, free and clear of any Encumbrances other than Permitted Encumbrances, all of Seller’s right, title and interest in and to all of Seller’s property and assets, real, personal or mixed, tangible and intangible, of every kind and description, wherever located, including but not limited to the following (but excluding the Excluded Assets):

  • Registration and Transfer of Shares (a) Any Transfer of any Shares shall only be completed subject to the compliance by the Member and the proposed transferee with all applicable laws; and furthermore may only be completed in accordance with the provisions of this Agreement.

  • Transfer of the Warrant Shares issued upon the exercise of this Warrant shall be restricted in the same manner and to the same extent as the Warrant, and the certificates representing such Warrant Shares shall bear substantially the following legend, until such Warrant Shares have been registered under the Act or may be removed as otherwise permitted under the Act: "THE SHARES OF COMMON STOCK REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED UNTIL (i) A REGISTRATION STATEMENT UNDER THE ACT OR SUCH APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (ii) IN THE OPINION OF COUNSEL SATISFACTORY TO THE COMPANY, REGISTRATION UNDER THE ACT OR SUCH APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED IN CONNECTION WITH SUCH PROPOSED TRANSFER."

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