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

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.

Appears in 4 contracts

Samples: Unit Purchase Agreement, Unit Purchase Agreement, Unit Purchase Agreement (Chesapeake Energy Corp)

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

Appears in 3 contracts

Samples: Purchase Agreement (Basic Energy Services, Inc.), Purchase Agreement (Basic Energy Services, Inc.), Purchase Agreement (Ascribe Capital LLC)

Purchase and Sale of the Units. At Concurrently with the execution and delivery of this Agreement (the “Closing, upon the terms and subject to the conditions set forth in this Agreement”), the Seller Buyer shall purchase, or cause to be purchased, from the Members, and the Members shall sell, transfer, assign, transfer, convey and deliver and convey to the Buyer, the Units, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Units.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Ceco Environmental Corp)

Purchase and Sale of the Units. At the Closing, upon Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Buyer shall purchase, acquire and accept from Seller, and Seller shall sell, assign, transfer, convey and deliver and convey to the Buyer, the Units free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Unitsall Liens (other than Liens arising under applicable securities Laws).

Appears in 1 contract

Samples: Unit Purchase Agreement (Pathfinder Acquisition Corp)

Purchase and Sale of the Units. At the Closing, upon On the terms and subject to the conditions set forth in this Agreement, at the Closing, each Seller shall sell, convey, assign, transfer, transfer and deliver and convey to the BuyerAcquiror, free and clear of any Liensall Liens other than Liens arising under the applicable securities Laws and the Company Operating Agreement, and the Buyer Acquiror shall purchase, acquire and accept and acquire from the each such Seller, the Unitspercentage of total Units of the Company set forth opposite the name of such Seller in Annex I hereto.

Appears in 1 contract

Samples: Purchase Agreement (Polaris Industries Inc/Mn)

Purchase and Sale of the Units. At the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Purchaser shall purchase from the Seller, and the Seller shall sell, convey, assign, transfer, transfer and deliver and convey to the BuyerPurchaser, all of the Units, free and clear of any Liensall Liens other than transfer restrictions set forth in the Company LLC Agreement, which will be satisfied or waived with respect to the transactions contemplated hereby in writing prior to the Closing, and the Buyer shall purchase, accept and acquire from the Seller, the UnitsLiens arising under applicable securities Laws.

Appears in 1 contract

Samples: Unit Purchase Agreement (Fat Brands, Inc)

Purchase and Sale of the Units. At the Closing, upon Upon the terms and subject to the conditions set forth in of this Agreement, at the Seller Closing, the Buyer shall purchase from the Sellers, and the Sellers shall sell, assign, transfer, deliver convey and convey deliver, or cause to be sold, assigned, transferred, conveyed and delivered, to the Buyer, the Units free and clear of all Encumbrances of any Liens, and kind for the Buyer shall purchase, accept and acquire from the Seller, the Unitsconsideration specified in Section 1.02 below.

Appears in 1 contract

Samples: Unit Purchase Agreement (Avanir Pharmaceuticals)

Purchase and Sale of the Units. At Subject to the terms and conditions contained herein, at the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Seller Sellers shall sell, assign, transfer, convey, assign and deliver and convey to the Buyer, free and clear of any Liensall Encumbrances, and the Buyer shall purchase, purchase and accept and acquire from the Sellers, one hundred percent (100%) of the issued and outstanding Units of the Company with the number of issued and outstanding Units owned and being sold by such Seller set forth beside such Seller, ’s name on the UnitsAllocation Schedule.

Appears in 1 contract

Samples: Theken Spine Unit Purchase Agreement (Integra Lifesciences Holdings Corp)

Purchase and Sale of the Units. At the Closing, upon On the terms and subject to the conditions set forth in this Agreement, at the Closing and upon delivery by Buyer of the Closing Consideration in accordance with Section 2.02 and the other amounts in accordance with Section 2.04, Buyer shall purchase and accept from Seller, and Seller shall sell, assigntransfer and assign to Buyer, transfer, deliver and convey to all of the BuyerUnits, free and clear of any Liens, all Liens other than Liens under the Securities Act and the Buyer shall purchase, accept and acquire from the Seller, the Unitsapplicable state securities Laws.

Appears in 1 contract

Samples: Unit Purchase Agreement (INFINERA Corp)

Purchase and Sale of the Units. At the Closing, upon Upon the terms and subject to the conditions set forth in of this Agreement, the Buyer agrees to purchase from Seller, and Seller shall sell, assign, transfer, deliver and convey agrees to the sell to Buyer, free and clear all of any Liensthe Units at the Closing, and for the Buyer shall purchase, accept and acquire from the Seller, the UnitsPurchase Price.

Appears in 1 contract

Samples: Purchase Agreement (Desert Capital Reit Inc)

Purchase and Sale of the Units. At the Closing, upon the terms On and subject to the terms and conditions set forth in of this Agreement, at the Seller Closing, the Sellers shall sell, assign, transfer, deliver transfer and convey to the BuyerPurchaser, and the Purchaser shall purchase and acquire from the Sellers, all of the Units, free and clear of any all Liens, and for the Buyer shall purchase, accept and acquire from the Seller, the Units.consideration specified below in this Article I.

Appears in 1 contract

Samples: Membership Unit Purchase Agreement (U.S. Silica Holdings, Inc.)

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

Appears in 1 contract

Samples: Unit Purchase Agreement (Cornerworld Corp)

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Purchase and Sale of the Units. At the Closing, upon On the terms and subject to the conditions set forth in this Agreementherein, at the Closing, Seller shall sell, assign, transfer, convey, assign and deliver to Buyer, and convey to Buyer shall purchase from Seller, the BuyerPurchased Units owned by Seller, free and clear of any all Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Units.

Appears in 1 contract

Samples: Unit Purchase Agreement (Ashford Inc.)

Purchase and Sale of the Units. At the Closing, upon the terms and subject to the conditions set forth in this Agreement, the Seller Purchaser shall purchase from the Sellers, and the Sellers shall sell, convey, assign, transfer, transfer and deliver and convey to the BuyerPurchaser, all of the Units, free and clear of all Liens (other than Liens and any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Unitsother transfer restrictions arising under applicable securities Laws).

Appears in 1 contract

Samples: Unit Purchase Agreement (Arcosa, Inc.)

Purchase and Sale of the Units. At the Closing, upon Upon the terms and subject to the conditions set forth in of this Agreement, at the Seller Closing and immediately following the Rollover, the Sellers shall sell, assign, transfer, convey and deliver and convey the Units (other than the Rollover Units) to the Buyer, free and clear of any Liensall Encumbrances, and the Buyer Buyer, in reliance on the representations, warranties and covenants of the Sellers contained herein, shall purchase, accept and acquire purchase the Units from the Seller, the UnitsSellers.

Appears in 1 contract

Samples: Unit Purchase Agreement (VERRA MOBILITY Corp)

Purchase and Sale of the Units. At the Closing, upon On the terms and subject to the conditions set forth in of this Agreement, at the Closing, Seller shall sell, assigntransfer and deliver to Buyer, transferand Buyer shall purchase and acquire from Seller, deliver and convey to all of the BuyerUnits, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Unitsall Liens (other than restrictions on transfer under applicable securities laws).

Appears in 1 contract

Samples: Purchase and Sale Agreement (DigitalBridge Group, Inc.)

Purchase and Sale of the Units. At the Closing, upon (a) Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, each Seller shall sell, assign, transfer, transfer and deliver and convey to the Buyer, and Buyer shall purchase from each Seller, all of such Seller’s Company Units (including all Company Units issued as a result of the Note Conversions) as set forth on the Allocation Schedule, which Company Units shall be sold to Buyer free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Unitsall Liens (other than Liens arising under applicable securities laws).

Appears in 1 contract

Samples: Unit Purchase Agreement (Invitae Corp)

Purchase and Sale of the Units. At the Closing, upon Upon the terms and subject to the conditions set forth in of this Agreement, at the Closing, Seller shall sell, transfer, assign, transferconvey and deliver to Buyer, deliver and convey to Buyer shall purchase and accept from Seller, legal and beneficial ownership of all of the BuyerUnits owned by Seller, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the Unitsall Encumbrances.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.)

Purchase and Sale of the Units. At the Closing, upon Upon the terms and subject to the conditions set forth in of this Agreement, at the Seller Closing, the Sellers shall severally sell, assign, transfer, deliver convey and convey deliver, or cause to be sold, assigned, transferred, conveyed and delivered, to the BuyerPurchaser, all of the Units, and the Purchaser shall purchase the Units, free and clear of any Liens, and the Buyer shall purchase, accept and acquire from the Seller, the UnitsEncumbrances.

Appears in 1 contract

Samples: Unit Purchase Agreement (Calumet Specialty Products Partners, L.P.)

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