SALE OF THE Sample Clauses

SALE OF THE. PRODUCT 13 6.1 STANDARD OF MANUFACTURE 13 6.2 RlGHT OF REVIEW 13 6.3 REPRESENTATIONS AND WARRANTIES 14 6.4 PURCHASE. AND SALE 15 6.5 DELIVERY SCHEDULE 15 6.6 TITLE, RISK OF LOSS 15 7. PRICES 15 7.1 PRICES AND PRICE CHANGES 15 7.2 PAYMENT TERMS 16
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SALE OF THE. Companies Treated as Asset Sale for Income Tax Purposes. The sale of the partnership interests in the Companies shall be treated for federal income tax purposes, and for state income tax purposes in those states that follow the federal rules, as a sale of the underlying assets of the Companies in exchange for the Purchase Price at the Closing Date.
SALE OF THE. COMPANY If there shall occur any Sale of the Company, then, as part of any such Sale of the Company, lawful provision shall be made so that the Holder of this Warrant shall have the right thereafter to receive upon the exercise hereof the kind and amount of shares of stock or other securities or property which such Holder would have been entitled to receive if, immediately prior to any such reorganization, reclassification, consolidation, merger or sale, as the case may be, such Holder had held the number of shares of Exercise Shares which were then purchasable upon the exercise of this Warrant; provided, however, that in the event (i) the value of the stock, securities or other assets or property issuable or payable with respect to one share of the Common Stock of the Company immediately theretofore purchasable and receivable upon the exercise of the rights represented hereby (the "Merger Consideration") is in excess of the Exercise Price hereof effective at the time of such Sale of the Company, and (ii) the Merger Consideration consists solely of cash and/or securities of a class that is publically traded, then this Warrant shall expire unless exercised prior to the consummation of such Sale of the Company. Appropriate adjustment (as reasonably determined in good faith by the Board) shall be made in the application of the provisions set forth herein with respect to the rights and interests thereafter of the Holder of this Warrant, such that the provisions set forth herein shall thereafter be applicable, as nearly as is reasonably practicable, in relation to any shares of stock or other securities or property thereafter deliverable upon the exercise of this Warrant. The Company shall provided to the Holder at least twenty (20) days advance notice of any such Sale of the Company.
SALE OF THE. SC Property and all of the MHP ------------------------------------------
SALE OF THE. AIRPORT ROAD WEST PROPERTY
SALE OF THE. Company after the Merger. ------------------------------------
SALE OF THE. Digital Book directly on the Tektime Bookstore In the case of direct sale by Tektime on its own virtual shop (Tektime Bookstore), Tektime will grant the Author a royalty of 70% on the sales price net of VAT. There are no costs for the delivery of the Digital Book.
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SALE OF THE. BUSINESS The seller sells, transfers and cedes to the purchaser as an indivisible whole and as a going concern with effect from the effective date from which date the risk in and benefits of the business shall vest in the purchaser, the business comprising - 4.1. the goodwill thereof; 4.2. the fixed assets; 4.3. the stock; 4.4. the product formulations; 4.5. the sundry assets; 4.6. the trade marks and any other trade marks (expressly excluding the trade xxxx of Startline), designs and logos, if any, used in the conduct of the business as well as the underlying inventions relating to any patents; 4.7. all contracts of the business concluded in the ordinary course of business, including orders relating to stock undelivered as at the effective date, but excluding -
SALE OF THE. StarTronix Shares. At the Closing, subject to the --------------------------------- terms and conditions herein set forth, and on the basis of the representations, warranties and agreements herein contained, StarTronix International shall sell to RunTec and RunTec shall purchase from StarTronix International, all of the StarTronix Shares. As consideration for the receipt of the StarTronix Shares, RunTec shall execute and deliver to StarTronix International, a promissory note (the "Note") in the original principal amount of ONE HUNDRED THOUSAND DOLLARS ($100,000.00), in the form attached hereto as Exhibit A.

Related to SALE OF THE

  • Sale of Business 13.1 The Private Party shall enter into a Sale of Business Agreement with SANParks on the terms and conditions as set out in the Sale of Business Agreement annexed hereto as Schedule 19.

  • Purchase and Sale of Acquired Assets Upon the terms and subject to the conditions and provisions contained herein, at the Closing (as defined in Section 2.1), the Seller shall sell, convey, assign and deliver to the Purchaser, and the Purchaser shall acquire and accept from the Seller, free and clear of any and all liens, claims, interests and encumbrances, the Seller's right, title and interest in and to the following assets of the Purchaser ("Acquired Assets"):

  • Purchase and Sale of Assets (a) Upon and subject to the terms and conditions of this Agreement, the Buyer shall purchase from the Seller, and the Seller shall sell, transfer, convey, assign and deliver to the Buyer, at the Closing, for the consideration specified below in this Article I, all right, title and interest in, to and under the Acquired Assets.

  • 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:

  • Xxxxxx, Sale of Assets, etc If the Borrower at any time shall consolidate with or merge into or sell or convey all or substantially all its assets to any other corporation, this Note, as to the unpaid principal portion thereof and accrued interest thereon, shall thereafter be deemed to evidence the right to purchase such number and kind of shares or other securities and property as would have been issuable or distributable on account of such consolidation, merger, sale or conveyance, upon or with respect to the securities subject to the conversion or purchase right immediately prior to such consolidation, merger, sale or conveyance. The foregoing provision shall similarly apply to successive transactions of a similar nature by any such successor or purchaser. Without limiting the generality of the foregoing, the anti-dilution provisions of this Section shall apply to such securities of such successor or purchaser after any such consolidation, merger, sale or conveyance.

  • Purchase and Sale of Equity Interest 1.1 Grant Rights Approved by Party C, Party B (the “Transferor”) hereby exclusively and irrevocably grants to Party A or any designated person (“Designated Persons”) an option to purchase, at any time according to steps determined by Party A, and at the price specified in Section 1.3 of this Agreement, from the Transferor a portion or all of the equity interests held by Party B in Party C (the “Option”). No Option shall be granted to any third party other than Party A and/or the Designated Persons. The “person” set forth in this Agreement means any individual person, corporation, joint venture, partnership, enterprise, trust or non-corporation organization.

  • Sale of Assets The Company or the Bank sells to a third party all or substantially all of its assets.

  • Purchase and Sale of the Units At the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Seller shall sell, assign, transfer, deliver and convey to the Buyer, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Units.

  • Purchase and Sale of Receivables On the Closing Date, subject to the terms and conditions of this Agreement, the Seller agrees to sell to the Purchaser, and the Purchaser agrees to purchase from the Seller, the Receivables and the other property relating thereto (as defined below).

  • Purchase and Sale of the Purchased Assets 2 Section 2.1 Assets of Seller to be Transferred to Buyer 2 Section 2.2 Excluded Assets 3 ARTICLE III PURCHASE PRICE FOR THE PURCHASED ASSETS 4 Section 3.1 Purchase Price 4 Section 3.2 Closing Payments 4 Section 3.3 Post-Closing Payments. 4 Section 3.4 Pre-Closing Statement; Post-Closing Purchase Price Adjustment. 5 Section 3.5 Covenants Regarding Stock Consideration. 7 Section 3.6 Allocation of Purchase Price 8 Section 3.7 Withholding 8 Section 3.8 Electronic Transfer of Certain Assets 8 Section 3.9 Employee and Independent Contractor Matters 9 Section 3.10 Inability to Assign Assigned Contracts. 10 Section 3.11 Payments to Members 10 Section 3.12 Paying Agent 11

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