Purchase of Initial Interests Sample Clauses

Purchase of Initial Interests. (i) RCM Holdings will sell, assign, transfer and convey to Buyer Linden GP the RCM Holdings Initial Linden Interest, free and clear of all Liens, in exchange for the delivery by Buyer Linden GP to RCM Holdings of (i) an amount in cash equal to 0.81945 multiplied by the result of (A) 0.475 multiplied by the Linden Value, minus (B) $250,000,000, and (ii) a number of shares of Parent Common Stock equal to $204,862,500 divided by the Parent Stock Value. The foregoing assignment shall be evidenced by an assignment in substantially the form attached hereto as ANNEX 2.02-A.
Sample 1
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Purchase of Initial Interests. (i) RCM Holdings will sell, assign, transfer and convey (X) to Buyer Linden GP, 1.221% of the RCM Holdings Initial Linden Interest, free and clear of all Liens, in exchange for the delivery by Buyer Linden GP to RCM Holdings of (i) $1,466,893.64 in cash, and (ii) a number of shares of Parent Common Stock equal to $2,501,371.13 divided by the Parent Stock Value, and (Y) to Buyer Linden LP, 98.779% percent of the RCM Holdings Initial Linden Interest, free and clear of all Liens, in exchange for the delivery by Buyer Linden LP to RCM Holdings of (i) $118,671,815.72 in cash, and (ii) a number of shares of Parent Common Stock equal to $202,361,128.87 divided by the Parent Stock Value. The foregoing assignments shall be evidenced by assignments in substantially the form attached hereto as ANNEX 2.02-A with such changes thereto necessary to reflect the division of the RCM Holdings Initial Linden Interest between Buyer Linden GP and Buyer Linden LP as described herein.
Sample 1

Related to Purchase of Initial Interests

  • Purchase of Interests Any of the Advisor, its principals and employees may, in its discretion, purchase Interests in the Trust.

  • Repurchase of Interests (a) Except as otherwise provided in this Agreement, no Member or other person holding an Interest or portion thereof shall have the right to withdraw or tender to the Company for repurchase that Interest or portion thereof. The Board from time to time, in its sole discretion and on such terms and conditions as it may determine, may cause the Company to repurchase Interests or portions thereof pursuant to written tenders. However, the Company shall not offer to repurchase Interests on more than four occasions during any Taxable Year unless it has received an opinion of counsel to the effect that such more frequent offers would not cause any adverse tax consequences to the Company or Members. In determining whether to cause the Company to repurchase Interests pursuant to written tenders, the Board shall consider the recommendation of the Manager, and shall also consider the following factors, among others:

  • Purchase of Investments Pursuant to Instruction, Investments purchased for the account of the Fund shall be paid for (a) against delivery thereof to the Custodian or a Subcustodian, as the case may be, either directly or through a Clearing Corporation or a Securities Depository (in accordance with the rules of such Securities Depository or such Clearing Corporation), or (b) otherwise in accordance with an Instruction, Applicable Law, generally accepted trade practices, or the terms of the instrument representing such Investment.

  • SALE/PURCHASE OF INITIAL LOANS (A) Consummation of Sale and Purchase The sale and purchase of Eligible Loans pursuant to the Initial Purchase Agreement to be dated as of the Closing Date shall be consummated upon (i) Funding’s receipt from Town Hall Funding and the Town Hall Funding Eligible Lender Trustee for the benefit of Town Hall Funding of the Initial Xxxx of Sale and (ii) the payment by Funding to Town Hall Funding of the Initial Payment. Upon consummation, such sale and purchase shall be effective as of the date of the Initial Xxxx of Sale. Town Hall Funding and Funding shall use their best efforts to perform promptly their respective obligations pursuant to the Initial Purchase Agreement with respect to each Initial Loan.

  • Purchase of the Units (a) The Company agrees to issue and sell the Underwritten Units to the several Underwriters as provided in this underwriting agreement (this “Agreement”), and each Underwriter, on the basis of the representations, warranties and agreements set forth herein and subject to the conditions set forth herein, agrees, severally and not jointly, to purchase at a price per Unit of $9.80 (the “Purchase Price”) from the Company the respective number of Underwritten Units set forth opposite such Underwriter’s name in Schedule 1 hereto.

  • Sale and Purchase of the Notes Subject to the terms and conditions of this Agreement, at the Closing the Company shall issue and sell to the Purchaser, and the Purchaser shall purchase and acquire from the Company, the Notes for a purchase price equal to the principal amount of the Notes purchased (the “Purchase Price”).

  • Purchase of Notes and Warrants On the Closing Date, the Subscriber will purchase the Notes and Warrants as principal for its own account for investment only and not with a view toward, or for resale in connection with, the public sale or any distribution thereof.

  • Sale and Purchase of the Shares On the basis of the representations, warranties and agreements contained in, and subject to the terms and conditions of, this Agreement:

  • Issuance and Purchase of the Notes (a) Delivery of the Funding Agreement and the Guarantee to the Custodian, on behalf of the Indenture Trustee, pursuant to the Assignment or execution of the cross receipt contained in the Closing Instrument shall be confirmation of payment by the Trust for the Funding Agreement.

  • Repurchase of Units (a) Except as otherwise provided in this Agreement, no Partner or other Person holding Units will have the right to withdraw or tender for repurchase any of its Units. The Directors may, from time to time, in their complete and exclusive discretion and on terms and conditions as they may determine, cause the Partnership to repurchase Units in accordance with written tenders. The Partnership will not offer, however, to repurchase Units on more than four occasions during any one Fiscal Year, unless the Partnership has been advised by its legal counsel that more frequent offers would not cause any adverse tax consequences to the Partnership or the Partners. In determining whether to cause the Partnership to repurchase Units, pursuant to written tenders, the Directors will consider the following factors, among others:

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