Shares Acquired Sample Clauses

Shares Acquired. (a) Guarantor Orient Financial Services Limited represents and warrants that it lawfully acquired 956,666 Restricted Shares on October 14, 2003 and that the Shares were fully paid for on that date and have been owned continuously since then.
Shares Acquired. On the terms and subject to the conditions of this Agreement, on the Closing Date BSI shall sell and deliver to Purchaser, and Purchaser shall purchase and accept from BSI, all right, title and interest in and to the Shares.
Shares Acquired. Upon the exercise of this option from time to time, e-Med shall be deemed to own by virtue of such exercise, and shall be entitled to receive and CypherComm shall provide e-Med, the product of (i) 15 percent of the outstanding shares of CypherComm common stock, and (ii) the percentage derived from dividing $15,000,000 into the amount of any payment made on account of such exercise. The number of shares of common stock to which e-Med shall be entitled shall be delivered to e-Med within 10 business days of any payment on account thereof.
Shares Acquired. In consideration of the issuance of 4,360,000 LATI Shares and in reliance on the representations, warranties and undertakings of the Buyer to be contained in a final integrated agreement between the parties, each Seller will sell and transfer to Buyer on the Closing Date, and Buyer shall purchase from each Seller, all of their ADGI Common Stock free and clear of all liens, claims, pledges, charges, agreements, and encumbrances of any kind whatsoever ("Liens"). This ADGI common stock shall represent all of the capital stock of the Company.
Shares Acquired. Agharzi hereby agree to sell, transfer and all of the assets and undertaking of Canadian Health and assign to the Purchaser and the Purchaser agrees to purchase from Agharazi all of the Shares, for a purchase price (the “Purchase Price”) equal to the aggregate of the value of the goodwill of the business of the Company (the “Goodwill”), and the net asset value (the “NAV”) of the Company determined as at the Closing Date (defined in paragraph 10 below).
Shares Acquired. In consideration of the issuance of the LATI Shares and in reliance on the representations, warranties and undertakings of the Buyer herein, each Seller shall sell and transfer to Buyer on the Closing Date, and Buyer shall purchase from each Seller, the amount of ADGI Common Stock set forth opposite such Seller’s name on Schedule A hereto, free and clear of all liens, claims, pledges, charges, agreements, and encumbrances of any kind whatsoever ("Liens"). This ADGI Common Stock shall represent all of the capital stock of the Company. A detailed list of assets and liabilities of ADGI is provided in Schedule B. A summary breakdown of all ADGI’s material agreements along with a copy of each agreement is provided in Schedule C. A copy of ADGI’s most current financial statement is provided in Schedule D. Xxxxxxx and ADGI represent and warrant that the items and information contained in Schedules A-D are accurate and complete as of the date of this agreement and will remain accurate and complete or be amended to reflect accurate and complete information through the Closing Date.

Related to Shares Acquired

  • Purchase and Sale of Shares and Warrants Subject to the satisfaction (or waiver) of the conditions to Closing set forth in this Agreement and the Escrow Agreement, each Subscriber shall purchase the Shares and Warrants for the portion of the Purchase Price indicated on the signature page hereto, and the Company shall sell such Shares and Warrants to the Subscriber. The Purchase Price for the Shares and Warrants shall be paid in cash. The entire Purchase Price shall be allocated to the Shares.

  • Buyer Shares Each Buyer Share issued and outstanding at and as of the Effective Time will remain issued and outstanding.

  • Share Purchase Subject to the terms and conditions of this Agreement, at the Closing (as defined in Section 2.1 below) to be held pursuant to Section 2 below, the Seller shall sell, assign, transfer, convey and deliver to Buyer, and Buyer shall purchase and acquire from the Seller, good and marketable title to the Shares, free and clear of all mortgages, liens, encumbrances, claims, equities and obligations to other persons of every kind and character, except that the Shares will be “restricted securities” as defined in the Securities Act of 1933, as amended (the “Securities Act”). The purchase price for the Shares shall be $152,500, payable to the Seller (the “Purchase Price”).

  • Purchase and Sale of Purchased Shares Subject to the terms and conditions of this Agreement, at the Closing (as defined below), Seller shall sell, convey, assign and deliver to Purchaser, and Purchaser shall purchase from Seller, the Purchased Securities and any and all rights and benefits incident to the ownership thereof (including, without limitation, accrued and unpaid dividends thereon) at a price of $4.75 per each Purchased Common Shares and $9.50 per each Purchased ADS for an aggregate purchase price of $71,949,238 (the “Purchase Price”) for the Purchased Securities, free and clear of all Encumbrances (as defined below).

  • Purchase and Sale of Membership Interests On the Closing Date and subject to the terms and conditions of this Agreement, Buyer agrees to purchase from Sellers, and Sellers agree to sell to Buyer, all of the Transferred Interests, free and clear of all Liens, for the consideration specified below in Section 2.02.

  • Purchased Shares Subject to the terms and conditions provided below, Seller shall sell and transfer to Buyers and Buyers shall purchase from Seller, on the Closing Date (as defined in Section 1(c)), all of the Shares.

  • Sale of the Shares Subject to the terms and conditions hereof, the Company will sell and deliver to the Purchaser and the Purchaser will purchase from the Company, upon the execution and delivery hereof, the Shares for a purchase price equal to $XX.XX.

  • Purchase and Sale of Company Shares Sale of Company Shares

  • Purchase and Sale of the Private Placement Warrants (i) On the date of the consummation of the Public Offering (the “IPO Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, 5,333,333 Private Placement Warrants at a price of $1.50 per warrant for an aggregate purchase price of $8,000,000 (the “Purchase Price”). The Purchaser shall pay the Purchase Price by wire transfer of immediately available funds in the following amounts: (i) $2,000,000 to the Company at a financial institution to be chosen by the Company, and (ii) $6,000,000 to the trust account maintained by Continental Stock Transfer & Trust Company, acting as trustee (the “Trust Account”), in each case in accordance with the Company’s wiring instructions, at least one (1) business day prior to the IPO Closing Date. On the IPO Closing Date, subject to the receipt of funds pursuant to the immediately prior sentence, the Company, at its option, shall deliver a certificate evidencing the Private Placement Warrants purchased on such date duly registered in the Purchaser’s name to the Purchaser or effect such delivery in book-entry form.

  • Purchase and Sale of the Sponsor Warrants (i) At least one business day prior to the consummation of the Public Offering (the “Initial Closing Date”), the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase from the Company, 6,333,334 Sponsor Warrants at a price of $1.50 per warrant for an aggregate purchase price of $9,500,000 (the “Purchase Price”), which shall be paid by wire transfer of immediately available funds to the Company in accordance with the Company’s wiring instructions. On the Initial Closing Date, upon the payment by the Purchaser of the Purchase Price by wire transfer of immediately available funds to the Company, the Company, at its option, shall deliver a certificate evidencing the Sponsor Warrants purchased on such date duly registered in the Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.