Common use of Basic Transaction Clause in Contracts

Basic Transaction. On 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 Purchase Securities, free and clear of any Liens and Liabilities other than Permitted Liens (the “Purchase”), all for the consideration specified below in this Section 2.

Appears in 2 contracts

Sources: Securities Purchase Agreement, Securities Purchase Agreement (Red White & Bloom Brands Inc.)

Basic Transaction. On and subject to the terms and conditions of this Agreement, Buyer the Purchaser agrees to purchase from Sellersthe Seller, and Sellers agree the Seller agrees to sell to Buyer, all of the Purchase SecuritiesPurchaser, free and clear of any Liens and Liabilities all restrictions on transfer (other than Permitted Liens restrictions under the Securities Act and state securities laws), Liens, claims and demands, all of the shares of Common Stock owned by the Seller (the “Purchase”), all "Shares") as set forth in Section 3B(d) of the Disclosure Schedule hereto for the consideration specified below in this Section 2.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Winsloew Furniture Inc), Stock Purchase Agreement (Winsloew Furniture Inc)

Basic Transaction. On the terms 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 Purchase Securities, free and clear of any Liens and Liabilities other than Permitted Liens (the “Purchase”), all Company Shares for the consideration specified below in this Section 2, free and clear of any restrictions on transfer (other than any restrictions on transferring unregistered shares under the Securities Act and applicable state securities laws), Taxes, Liens, options, warrants, purchase rights, Contracts, commitments, equities, claims, demands and defects.

Appears in 2 contracts

Sources: Stock Purchase Agreement, Stock Purchase Agreement (American Tire Distributors Holdings, Inc.)

Basic Transaction. On and subject to the terms and conditions of this Agreement, Buyer agrees to purchase from SellersSeller, and Sellers agree Seller agrees to sell to Buyer, all of Seller’s right, title and interest in the Purchase SecuritiesShares, free and clear of all liens, pledges, Encumbrances, charges and claims thereon, for the consideration specified below. Upon consummation of the transaction, Buyer will hold all of the issued and outstanding Shares, free and clear of any Liens and Liabilities other than Permitted Liens (the “Purchase”)all liens, all for the consideration specified below in this Section 2pledges, Encumbrances, charges and claims.

Appears in 1 contract

Sources: Stock Purchase Agreement (Ambassadors International Inc)

Basic Transaction. On and subject to the terms and conditions of this Agreement, Buyer the Purchaser agrees to purchase from the Sellers, and the Sellers agree to sell to Buyer, all of the Purchase SecuritiesPurchaser, free and clear of any Liens and Liabilities all restrictions on transfer (other than Permitted Liens restrictions under the Securities Act and state securities laws), Liens, claims and demands, all of the shares of Common Stock owned by the Sellers (the “Purchase”), all "Shares") as set forth in Section 3B(d) of the Disclosure Schedule hereto for the consideration specified below in this Section 2.

Appears in 1 contract

Sources: Stock Purchase Agreement (Winsloew Furniture Inc)

Basic Transaction. On and subject to the terms and conditions of this Agreement, Buyer the Purchaser agrees to purchase from Sellersthe Seller, and Sellers agree the Seller agrees to sell to Buyer, all of the Purchase SecuritiesPurchaser, free and clear of any Liens all restrictions on transfer, Liens, claims and Liabilities other than Permitted Liens demands, all of the shares of Common Stock owned by the Seller (the “Purchase”)"Shares") as set forth in Schedule I hereto, all for the consideration specified below in this Section 2"section"2.

Appears in 1 contract

Sources: Stock Purchase Agreement (Winston Furniture Co of Alabama Inc)

Basic Transaction. On and subject to the terms and conditions of this Agreement, the Buyer agrees to purchase from Sellersthe Seller, and Sellers agree the Seller agrees to sell and deliver to Buyer, all of the Purchase Securities, free and clear of any Liens and Liabilities other than Permitted Liens (the “Purchase”), all Shares for the consideration specified below in this Section 2, free and clear of all security interests, claims and restrictions. Seller shall also assign to Buyer all of Seller's right, title and interest in and to the Related Agreements, by the Assignments in the form attached hereto as Exhibit 2(a).

Appears in 1 contract

Sources: Stock Purchase Agreement (Integrated Security Systems Inc)