Sale and Purchase of Ownership Interests Sample Clauses

Sale and Purchase of Ownership Interests. 1. 1Sale and Purchase of Ablis Common Stock. (a) Immediately following the execution of this Agreement, B▇▇▇▇▇ shall cause Ablis to convert from an Oregon limited liability company into an Oregon corporation. (b) Following such conversion, Ablis shall sell, transfer, assign and deliver unto Buyer, and Buyer shall purchase (the "First Tranche Ablis Purchase") from Seller, newly issued, fully paid and non-assessable shares of common stock of Ablis evidencing ownership of 4.99% of the ownership equity of Ablis following the First Tranche Ablis Purchase ("Buyer's First Tranche Ablis Stock") for a purchase price of $399,200 in cash payable via wire transfer to Ablis. (c) Following receipt of the OLCC Approval (as hereafter defined), Ablis shall sell, transfer, assign and deliver unto Buyer, and Buyer shall purchase (the "Second Tranche Ablis Purchase") from Seller, newly issued, fully paid and non-assessable shares of common stock of Ablis evidencing ownership of up to an additional 15% of the ownership equity of Ablis following the Second Tranche Ablis Purchase ("Buyer's Second Tranche Ablis Stock") for a purchase price of $80,000 per additional 1% of the ownership equity of Ablis (or a total of $1,200,000 if all additional 15% of the ownership equity of Ablis is purchased by Buyer in the Second Tranche Ablis Purchase, so that Buyer would then own 19.99% of the ownership equity of Ablis) in cash payable via wire transfer to Ablis.
Sale and Purchase of Ownership Interests. 1. 1Sale and Purchase of Bendistillery Common Stock. (a) Bendistillery shall sell, transfer, assign and deliver unto Buyer, and Buyer shall purchase (the "First Tranche Bendistillery Purchase") from Seller, newly issued, fully paid and non-assessable shares of common stock of Bendistillery evidencing ownership of 4.99% of the ownership equity of Bendistillery following the First Tranche Bendistillery Purchase ("Buyer's First Tranche Bendistillery Stock") for a purchase price of $1,347,300 in cash payable via wire transfer to Bendistillery. (b) Following receipt of the OLCC Approval, Bendistillery shall sell, transfer, assign and deliver unto Buyer, and Buyer shall purchase (the "Second Tranche Bendistillery Purchase") from Seller, newly issued, fully paid and non-assessable shares of common stock of Bendistillery evidencing ownership of up to an additional 15% of the ownership equity of Bendistillery following the Second Tranche Bendistillery Purchase ("Buyer's Second Tranche Bendistillery Stock") for a purchase price of $270,000 per additional 1% of the ownership equity of Bendistillery (or a total of $4,050,000 if all additional 15% of the ownership equity of Bendistillery is purchased by Buyer in the Second Tranche Bendistillery Purchase, so that Buyer would then own 19.99% of the ownership equity of Bendistillery) in cash payable via wire transfer to Bendistillery. 1. 2Sale and Purchase of Bend Spirits Common Stock. (a) Bend Spirits shall sell, transfer, assign and deliver unto Buyer, and Buyer shall purchase (the "First Tranche Bend Spirits Purchase") from Seller, newly issued, fully paid and non-assessable shares of common stock of Bend Spirits evidencing ownership of 4.99% of the ownership equity of Bend Spirits following the First Tranche Bend Spirits Purchase ("Buyer's First Tranche Bend Spirits Stock") for a purchase price of $149,700 in cash payable via wire transfer to Bendistillery. (b) Following receipt of the OLCC Approval, Bend Spirits shall sell, transfer, assign and deliver unto Buyer, and Buyer shall purchase (the "Second Tranche Bend Spirits Purchase") from Seller, newly issued, fully paid and non-assessable shares of common stock of Bend Spirits evidencing ownership of up to an additional 15% of the ownership equity of Bend Spirits following the Second Tranche Bend Spirits Purchase ("Buyer's Second Tranche Bend Spirits Stock") for a purchase price of $30,000 per additional 1% of the ownership equity of Bend Spirits (or a total of $450,...
Sale and Purchase of Ownership Interests 

Related to Sale and Purchase of Ownership Interests

  • Sale and Purchase of Equity Interest 授予权利 Option Granted

  • Sale and Transfer of Shares Closing 1.1. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing (hereinafter defined), Shareholder shall sell, convey, assign, transfer and deliver to Purchaser, and Purchaser shall purchase and acquire from Shareholder, all of the outstanding shares of Company (the "Shares") which represent all of the issued and outstanding capital stock of Company

  • Membership Interests The Sole Member currently owns one hundred percent (100%) of the percentage interests in the Company.

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

  • 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: (a) The Company agrees to sell to each of the Underwriters, and each of the Underwriters agrees, severally and not jointly, to purchase from the Company, at a price of $_____ per share (the "Initial Price"), the number of Firm Shares set forth opposite the name of such Underwriter under the column "Number of Firm Shares to be Purchased from the Company" on Schedule I to this Agreement, subject to adjustment in accordance with Section 10 hereof. (b) The Company grants to the several Underwriters an option to purchase, severally and not jointly, all or any part of the Option Shares at the Initial Price. The number of Option Shares to be purchased by each Underwriter shall be the same percentage (adjusted by the Representatives to eliminate fractions) of the total number of Option Shares to be purchased by the Underwriters as such Underwriter is purchasing of the Firm Shares. Such option may be exercised only to cover over-allotments in the sales of the Firm Shares by the Underwriters and may be exercised in whole or in part at any time on or before 12:00 noon, New York City time, on the business day before the Firm Shares Closing Date (as defined below), and from time to time thereafter within 30 days after the date of this Agreement, in each case upon written, facsimile or telegraphic notice, or verbal or telephonic notice confirmed by written, facsimile or telegraphic notice, by the Representatives to the Company no later than 12:00 noon, New York City time, on the business day before the Firm Shares Closing Date or at least two business days before the Option Shares Closing Date (as defined below), as the case may be, setting forth the number of Option Shares to be purchased and the time and date (if other than the Firm Shares Closing Date) of such purchase.