Shares to be Purchased. At the Closing (as hereinafter defined), the Stockholders shall sell and deliver to WCI all of the issued and outstanding Corporation's Stock, being the number of shares of the Corporation set forth on Schedule 3.2. At the Closing, WCI shall purchase the Corporation's Stock and in exchange therefor shall deliver to the Stockholders at the Closing the purchase price described in Section 1.2 (the "Purchase Price").
Shares to be Purchased. On the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer and deliver to Purchaser, and Purchaser shall purchase, accept and acquire from Seller, all of Seller’s right, title and interest in and to the Shares, free and clear of all Encumbrances, except for restrictions arising under applicable Law.
Shares to be Purchased. On the terms and subject to the conditions set forth herein, on the Closing Date, the Sellers shall sell, transfer, assign, convey and deliver to the Buyer, all of Sellers' right, title and interest in and to all of the Shares.
Shares to be Purchased. At the Closing (as hereinafter defined), the ---------------------- Shareholders sold and delivered to United all of the issued and outstanding Corporation's Stock, being the number of shares of the Corporation set forth on Schedule 3.2 opposite each Shareholder's name. At the Closing, United purchased the Corporation's Stock and in exchange therefor delivered to the Shareholders at the Closing or shall deliver thereafter as provided by this Agreement the purchase price described in Section 1.2 (the "Purchase Price").
Shares to be Purchased. On the terms and conditions set forth in this Agreement, the Seller hereby sells, assigns, transfers, sets over and conveys to the Buyer on the Closing Date described below, the Purchased Equity Interests.
Shares to be Purchased. At the Closing (as defined in Section 2), the ----------------------- Shareholders shall sell and deliver to Buyer all of the issued and outstanding shares of the Corporation's Stock, being the number of shares of stock of the Corporation set forth on Schedule A opposite each Shareholder's name. At the ---------- Closing, Buyer shall purchase the Corporation's Stock and in exchange therefor shall deliver to the Shareholders at the Closing the purchase price described in Section 1.2 (the "Purchase Price").
Shares to be Purchased. On the terms and subject to the conditions set forth in this Agreement, at the Closing (as defined below), the Selling Stockholder shall sell, transfer and deliver to the Company, free and clear of all liens, charges or encumbrances of any nature whatsoever, and the Company shall purchase from the Selling Stockholder, all of the Selling Stockholder’s right, title and interest in and to a number of Shares (the “Purchased Shares”) equal to Twenty Million Dollars ($20,000,000.00) divided by the Per Share Purchase Price (as defined below), rounded down to the nearest Share (the “Purchased Shares”).
Shares to be Purchased. At the Closing (i) the Corporation shall redeem ---------------------- the Redeemed Stock indicated on Schedule 3.2 and in exchange therefor the Corporation shall pay to the Shareholders the Excluded Assets and (ii) the Shareholders shall sell and deliver to United all of the remaining issued and outstanding shares of the Corporation's Stock, being the number of shares of the Corporation set forth on Schedule 3.2 opposite each Shareholder's name. At the Closing, United shall purchase the Corporation's Stock and in exchange therefor shall deliver to the Shareholders at the Closing or thereafter as provided by this Agreement cash and United Stock (as defined in Section 1.2) equal to (i) the purchase price described in Section 1.2, subject to (a) adjustment as provided in Section 1.3 and (b) adjustment to the Hold Back (as defined in Section 1.4) as provided in Section 1.4, and (ii) payment of additional contingent purchase price, if any, as provided in Section 1.5 (collectively, the "PURCHASE PRICE").
Shares to be Purchased. On the terms and conditions set forth in this Agreement, the Seller and Selling Shareholders hereby sell, assign, transfer set over and convey to the Buyer on the Closing Dates described below, the Purchased Shares (as defined below). The Purchased Shares are free and clear from any and all encumbrances (as defined in Section 8. 4). The shares to be purchased (the “Purchased Shares”) consist of all of the issued and outstanding stock in Kenja, Inc. and all of the issued and outstanding shares of stock in Xxxxx XX (sometimes collectively referred to as the “Companies”).
Shares to be Purchased. Subject to the terms and conditions set forth herein, on the Closing Date, Seller shall sell to each Purchaser, and each Purchaser, severally and not jointly, shall purchase from Seller, the Shares, as set forth on Exhibit A attached hereto, which constitute all of the shares of capital stock of the Company owned by Seller. At the Closing, Seller shall deliver to each Purchaser the certificates representing the Shares so purchased, together with stock powers separate from the certificates duly executed by Seller in blank and sufficient to convey to Purchaser good and marketable title to the Shares, free and clear of any and all claims, liens, charges, security interests, pledges or encumbrances of any nature whatsoever and together with all accrued benefits and rights attaching thereto. Notwithstanding the foregoing, in the event that any Purchaser shall default in its purchase obligations hereunder, KFH shall purchase such Shares not so purchased by such defaulting Purchaser.
