Purchase and Sale Contract Clauses (2,386)

Purchase and Sale. Seller hereby agrees to sell to the Buyer, and the Buyer hereby agrees to purchase from Seller, all right, title and interest of Seller in and to the Purchased Interest, free and clear of all liens, claims, restrictions and other encumbrances other than those arising under the Partnership Agreement. At the Closing (as defined herein), Seller and the Buyer shall execute and deliver an Assignment and Assumption of Class AQ Units in the form attached hereto as Exhibit A (an "Assignment and Assumpti...on Agreement"). View More

Purchase and Sale. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter the Shares and each Underwriter agrees, severally and not jointly, to purchase from the Company the respective number of Shares set forth opposite such Underwriter's name in Schedule I hereto. The Subscription Price per Share to be paid by the Underwriters to the Company shall be $2.18; and (b) In consideration of the services to be rend...ered by the Underwriters in connection with the offering of the Shares, the Company shall pay the Underwriters a cash commission equal to 4.0% of the aggregate gross proceeds of the sale of the Shares, including, for greater certainty, any Shares sold directly to Substituted Purchasers. View More

Purchase and Sale. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Agents shall offer for sale and sell the Shares pursuant to the Offering in the Canadian Jurisdictions on a best efforts private placement basis and the Company agrees to sell to each Purchaser the Shares. The Subscription Price per Share to be paid by the Agents to the Company shall be $1.29; and (b) In consideration of the services to be rendered by the Agents in connection wit...h the offering of the Shares, the Company shall pay the Agents a cash commission equal to 4.0% of the aggregate gross proceeds of the sale of the Shares. View More

Purchase and Sale. (a) The Company agrees to issue and sell the Securities to the several Underwriters as provided in 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 from the Company the respective principal amount of Securities set forth opposite such Underwriter's name in Schedule II hereto at a price equal to 98.518% of the principal amount thereof,... plus accrued interest, if any, from April 1, 2021 to the Closing Date (as defined below). The Company will not be obligated to deliver any of the Securities except upon payment for all the Securities to be purchased as provided herein. 10 (b) The Company understands that the Underwriters intend to make a public offering of the Securities as soon after the effectiveness of this Agreement as in the judgment of the Representatives is advisable, and initially to offer the Securities on the terms set forth in the Prospectus. The Company acknowledges and agrees that the Underwriters may offer and sell Securities to or through any affiliate of an Underwriter and that any such affiliate may offer and sell Securities purchased by it to or through any Underwriter. (c) Payment for and delivery of the Securities will be made at the offices of Winston & Strawn LLP, 35 West Wacker Drive, Chicago, Illinois 60601 at 10:00 A.M., New York City time, on April 1, 2021, or at such other time or place on the same or such other date, not later than the fifth business day thereafter, as the Representatives and the Company may agree upon in writing. The time and date of such payment and delivery is referred to herein as the "Closing Date". (d) Payment for the Securities shall be made by wire transfer in immediately available funds to the account(s) specified by the Company to the Representatives against delivery to the nominee of The Depository Trust Company, for the account of the Underwriters, of one or more global notes representing the Securities (collectively, the "Global Note"), with any transfer taxes payable in connection with the sale of the Securities duly paid by the Company. The Global Note will be made available for inspection by the Representatives not later than 1:00 P.M., New York City time, on the business day prior to the Closing Date. View More

Purchase and Sale. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Company, at a purchase price of $25 per Depositary Share (the "Public Offering Price") less the applicable underwriting discount per share set forth in Schedule I hereto (the "Per Share Purchase Price"), the number of underwritten Depositary Shares set forth op...posite such Underwriter's name in Schedule II hereto. (b) [Reserved]. (c) The Company hereby agrees that, without the prior written consent of the Representatives, it will not, during the period ending 30 days after the date of the Final Prospectus, (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any preference shares of the Company or depositary shares representing interests therein or any securities convertible into or exercisable or exchangeable for preference shares of the Company or depositary shares representing interests therein or (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the preference shares of the Company or depositary shares representing interests therein, whether any such transaction described in clause (i) or (ii) above is to be settled by delivery of preference shares, depositary shares representing interests therein or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (A) the Securities to be sold hereunder, (B) any redemption of preference shares contemplated by the Preliminary Final Prospectus or the Issuer Free Writing Prospectus or in connection with a "tax event," "capital disqualification event," "rating agency event," amalgamation or proposal for any other matter that requires, as a result of a change in Bermuda law, for its validation or effectuation an affirmative vote of the holders of preference shares, (C) transactions by any person other than the Company relating to preference shares or other securities acquired in open market transactions after the completion of the offering of the preference shares, or (D) in the cases of natural persons, any disposition made among such persons' family members or affiliates. View More

Purchase and Sale. The Company hereby agrees to sell to the Purchaser, and the Purchaser hereby agrees to purchase from the Company, one share of Series A Preferred Stock (the "Share") of the Company in exchange for 6,200,000 shares of common stock of the Company held by Purchaser (the "Purchase Price").

Purchase and Sale. On the basis of the representations and warranties, and subject to the terms and conditions set forth in this agreement (this "Agreement"), the Underwriters (defined below) shall purchase from Eversource Energy, a Massachusetts voluntary association (the "Company"), severally and not jointly, and the Company shall sell to the Underwriters, the principal amount of the Company's Floating Rate Senior Notes, Series T, Due 2023 (the "2023 Notes") and 1.40% Senior Notes, Series U, Due 2026 (the "2026 ...Notes") set forth opposite the name of the Underwriters in Schedule I hereto at the price specified in Schedule III hereto (the aggregate principal amount of the two tranches of notes described in Schedule I hereto are hereinafter referred to as the "Securities"). View More

Purchase and Sale. Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to the Initial Purchaser, and the Initial Purchaser agrees to purchase, at a purchase price equal to $992.50 per Security, the number of Securities set forth opposite the Initial Purchaser's name in Schedule I hereto.

Purchase and Sale. Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Company, at 99.650% of the principal amount thereof with respect to the Notes due 2024 and 99.324% of the principal amount thereof with respect to the Notes due 2031, in each case, the respective principal amount of the Securities set forth opposite such Underwrite...r's name in Schedule I hereto. View More

Purchase and Sale. Purchaser shall purchase the Shares from Seller (the "Purchase"), and Seller shall sell the Shares to Purchaser for the price and upon the other terms set forth herein.