AGREEMENT OF SALE
Exhibit 99.50
AGREEMENT OF XXXX
Xxxxxxx Bank and Xxxxxxx X. Xxxxxxx (collectively, the “Trustees”), as co-trustees of the Xxxxxx X. Xxxxxxx 1988 Trust Number One, owner of 252,718 Class A common shares of Xxxxxxx Outdoors, Inc., a Wisconsin corporation (the “Shares”), hereby sell such Shares to JO Acquisition Corp., a Wisconsin corporation, for $ 16.79 cash per share.
The Trustees (a) represent and warrant that the Shares sold hereunder will be transferred free and clear of all liens, claims and encumbrances, (b) represent that the Trustees have all requisite legal power and authority to execute and deliver this agreement, to sell and transfer the Shares and to carry out and perform their obligations under the terms of this agreement, and (c) agree to deliver stock powers and take any other action necessary to complete the transfer of the Shares to JO Acquisition Corp.
This agreement shall be governed by the internal laws of the state of Wisconsin and may be executed in counterparts.
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Dated: September 2, 2005 |
XXXXXXX BANK, as co-trustee of the Xxxxxx X. Xxxxxxx 1988 Trust Number One |
By: /s/ Xxxxx X. Xxxxxxxx
Xxxxx X. Xxxxxxxx
Senior Vice President
/s/ Xxxxxxx X. Xxxxxxx
Xxxxxxx X. Xxxxxxx, as co-trustee of the Xxxxxx X. Xxxxxxx 1988 Trust Number One
The undersigned hereby purchases the above-described Shares at the price indicated above.
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Dated: September 2, 2005 |
JO ACQUISITION CORP., a Wisconsin corporation |
By: /s/ Xxxxx X. Xxxxxxx-Xxxxxxx
Xxxxx X. Xxxxxxx-Xxxxxxx
President and Chief Executive Officer
Cornell University Lab of Ornithology, of Ithaca, New York, owner of 49,615 Class A common shares of Xxxxxxx Outdoors, Inc., a Wisconsin corporation (the “Shares”), hereby sells such Shares to JO Acquisition Corp., a Wisconsin corporation, for $ 16.79 cash per share.
Cornell University Lab of Ornithology (a) represents and warrants that the Shares sold hereunder will be transferred free and clear of all liens, claims and encumbrances, (b) represents that it has all requisite legal power and authority to execute and deliver this agreement, to sell and transfer the Shares and to carry out and perform its obligations under the terms of this agreement, and (c) agrees to deliver stock powers and take any other action necessary to complete the transfer of the Shares to JO Acquisition Corp.
This agreement shall be governed by the internal laws of the state of Wisconsin and may be executed in counterparts.
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Dated: September 2, 0000 |
XXXXXXX XXXXXXXXXX XXX XX XXXXXXXXXXX |
By: /s/ Xxxx X. Xxxxxx
Its: Senior Trust Officer, Cornell University
The undersigned hereby purchases the above-described Shares at the price indicated above.
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Dated: September 2, 2005 |
JO ACQUISITION CORP., a Wisconsin corporation |
By: /s/ Xxxxx X. Xxxxxxx-Xxxxxxx
Xxxxx X. Xxxxxxx-Xxxxxxx
President and Chief Executive Officer
The Prairie School, Inc., of Racine, Wisconsin, owner of 105,634 Class A common shares of Xxxxxxx Outdoors, Inc., a Wisconsin corporation (the “Shares”), hereby sells such Shares to JO Acquisition Corp., a Wisconsin corporation, for $ 16.79 cash per share.
The Prairie School, Inc. (a) represents and warrants that the Shares sold hereunder will be transferred free and clear of all liens, claims and encumbrances, (b) represents that it has all requisite legal power and authority to execute and deliver this agreement, to sell and transfer the Shares and to carry out and perform its obligations under the terms of this agreement, and (c) agrees to deliver stock powers and take any other action necessary to complete the transfer of the Shares to JO Acquisition Corp.
This agreement shall be governed by the internal laws of the state of Wisconsin and may be executed in counterparts.
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Dated: September 2, 2005 |
THE PRAIRIE SCHOOL, INC. |
By: /s/ Xxxxx Xxxxx
Its: Chief Financial Officer
The undersigned hereby purchases the above-described Shares at the price indicated above.
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Dated: September 2, 2005 |
JO ACQUISITION CORP., a Wisconsin corporation |
By: /s/ Xxxxx X. Xxxxxxx-Xxxxxxx
Xxxxx X. Xxxxxxx-Xxxxxxx
President and Chief Executive Officer
